–Secured Transactions.

(a) "Accession" means goods that are physically united with other

goods in such a manner that the identity of the original goods is not lost.

(b) "Account," except as used in "account for," means a right to

payment of a monetary obligation, whether or not earned by

performance; for property that has been or is to be sold, leased, licensed,

assigned, or otherwise disposed of; for services rendered or to be

rendered; for a policy of insurance issued or to be issued; for a

secondary obligation incurred or to be incurred; for energy provided or

to be provided; for the use or hire of a vessel under a charter or other

contract; arising out of the use of a credit or charge card or information

contained on or for use with the card; or as winnings in a lottery or other

game of chance operated or sponsored by a state, governmental unit of a

state, or person licensed or authorized to operate the game by a state or

governmental unit of a state. The term includes health-care-insurance

receivables. The term does not include rights to payment evidenced by

chattel paper or an instrument; commercial tort claims; deposit

accounts; investment property; letter-of-credit rights or letters of credit;

or rights to payment for money or funds advanced or sold, other than

rights arising out of the use of a credit or charge card or information

contained on or for use with the card.

(c) "Account debtor" means a person obligated on an account, chattel

paper, or general intangible. The term does not include persons obligated

to pay a negotiable instrument, even if the instrument constitutes part of

chattel paper.

(d) "Accounting," except as used in "accounting for," means a

record:

(1) Authenticated by a secured party;

(2) Indicating the aggregate unpaid secured obligations as of a date

not more than 35 days earlier or 35 days later than the date of the

record; and

(3) Identifying the components of the obligations in reasonable

detail. (e) "Agricultural lien" means an interest, other than a security

interest, in farm products:

(1) Which secures payment or performance of an obligation for:

(I) Goods or services furnished in connection with a debtor's

farming operation; or

(II) Rent on real property leased by a debtor in connection with

its farming operation;

(2) Which is created by statute in favor of a person that:

(I) In the ordinary course of its business furnished goods or

services to a debtor in connection with his farming operation; or

(II) Leased real property to a debtor in connection with his

farming operation; and

(3) Whose effectiveness does not depend on the person's possession

of the personal property.

(f) "As-extracted collateral" means:

(1) Oil, gas, or other minerals that are subject to a security interest

that:

(I) Is created by a debtor having an interest in the minerals

before extraction; and

(II) Attaches to the minerals as extracted; or

(2) Accounts arising out of the sale at the wellhead or minehead of

oil, gas, or other minerals in which the debtor had an interest before

extraction.

(g) "Authenticate" means:

(1) To sign; or

(2) To execute or otherwise adopt a symbol, or encrypt or similarly

process a record in whole or in part, with the present intent of the

authenticating person to identify himself and adopt or accept a record.

(h) "Bank" means an organization that is engaged in the business of

banking. The term includes savings banks, savings and loan

associations, credit unions, and trust companies.

(i) "Cash proceeds" means proceeds that are money, checks, deposit

accounts, or the like.

(j) "Certificate of title" means a certificate of title with respect to

which a statute provides for the security interest in question to be

indicated on the certificate as a condition or result of the security

interest's obtaining priority over the rights of a lien creditor with respect

to the collateral.

(k) "Chattel paper" means a record or records that evidence both a

monetary obligation and a security interest in or a lease of specific goods

or of specific goods and software used in the goods. The term does not

include charters or other contracts involving the use or hire of a vessel. If

a transaction is evidenced both by a security agreement or lease and by

an instrument or series of instruments, the group of records taken

together constitutes chattel paper. (l) "Collateral" means the property subject to a security interest or

agricultural lien. The term includes:

(1) Proceeds to which a security interest attaches;

(2) Accounts, chattel paper, payment intangibles, and promissory

notes that have been sold; and

(3) Goods that are the subject of a consignment.

(m) "Commercial tort claim" means a claim arising in tort with

respect to which:

(1) The claimant is an organization; or

(2) The claimant is a natural person and the claim:

(I) Arose in the course of his business or profession; and

(II) Does not include damages arising out of personal injury to

or the death of a natural person.

(n) "Commodity account" means an account maintained by a

commodity intermediary in which a commodity contract is carried for a

commodity customer.

(o) "Commodity contract" means a commodity futures contract, an

option on a commodity futures contract, a commodity option, or another

contract if the contract or option is:

(1) Traded on or subject to the rules of a board of trade that has

been designated as a contract market for such a contract pursuant to

federal commodities laws; or

(2) Traded on a foreign commodity board of trade, exchange, or

market, and is carried on the books of a commodity intermediary for a

commodity customer.

(p) "Commodity customer" means a person for which a commodity

intermediary carries a commodity contract on its books.

(q) "Commodity intermediary" means a person that:

(1) Is registered as a futures commission merchant under federal

commodities law; or

(2) In the ordinary course of its business provides clearance or

settlement services for a board of trade that has been designated as a

contract market pursuant to federal commodities law.

(r) "Communicate" means:

(1) To send a written or other tangible record;

(2) To transmit a record by any means agreed upon by the persons

sending and receiving the record; or

(3) In the case of transmission of a record to or by a filing office, to

transmit a record by any means prescribed by filing-office rule.

(s) "Consignee" means a merchant to which goods are delivered in a

consignment.

(t) "Consignment" means a transaction, regardless of its form, in

which a person delivers goods to a merchant for the purpose of sale and:

(1) The merchant:

(I) Deals in goods of that kind under a name other than the name

of the person making delivery; (II) Is not an auctioneer; and

(III) Is not generally known by its creditors to be substantially

engaged in selling the goods of others;

(2) With respect to each delivery, the aggregate value of the goods is

$1,000 or more at the time of delivery;

(3) The goods are not consumer goods immediately before delivery;

and

(4) The transaction does not create a security interest that secures

an obligation.

(u) "Consignor" means a person that delivers goods to a consignee in

a consignment.

(v) "Consumer debtor" means a debtor in a consumer transaction.

(w) "Consumer goods" means goods that are used or bought for use

primarily for personal, family, or household purposes.

(x) "Consumer-goods transaction" means a consumer transaction to

the extent that:

(1) A natural person incurs an obligation primarily for personal,

family, or household purposes; and

(2) A security interest in consumer goods or in consumer goods and

software that is held or acquired primarily for personal, family, or

household purposes secures the obligation.

(y) "Consumer obligor" means an obligor who is a natural person

and who incurred the obligation as part of a transaction entered into

primarily for personal, family, or household purposes.

(z) "Consumer transaction" means a transaction to the extent that a

natural person incurs an obligation primarily for personal, family, or

household purposes; a security interest secures the obligation; and the

collateral is held or acquired primarily for personal, family, or household

purposes. The term includes consumer-goods transactions.

(aa) "Continuation statement" means a change of a financing

statement which:

(1) Identifies, by its file number, the initial financing statement to

which it relates; and

(2) Indicates that it is a continuation statement for, or that it is filed

to continue the effectiveness of, the identified financing statement.

(bb) "Debtor" means:

(1) A person having an interest, other than a security interest or

other lien, in the collateral, whether or not he is an obligor;

(2) A seller of accounts, chattel paper, payment intangibles, or

promissory notes; or

(3) A consignee.

(cc) "Deposit account" means a demand, time, savings, passbook, or

similar account maintained with a bank. The term does not include

investment property or accounts evidenced by an instrument.

(dd) "Document" means a document of title or a receipt of the type

described in subsection 2 of NRS 104.7201. (ee) "Electronic chattel paper" means chattel paper evidenced by a

record or records consisting of information stored in an electronic

medium.

(ff) "Encumbrance" means a right, other than an ownership interest,

in real property. The term includes mortgages and other liens on real

property.

(gg) "Equipment" means goods other than inventory, farm products,

or consumer goods.

(hh) "Farm products" means goods, other than standing timber, with

respect to which the debtor is engaged in a farming operation and which

are:

(1) Crops grown, growing, or to be grown, including:

(I) Crops produced on trees, vines, and bushes; and

(II) Aquatic goods produced in aquacultural operations;

(2) Livestock, born or unborn, including aquatic goods produced in

aquacultural operations;

(3) Supplies used or produced in a farming operation; or

(4) Products of crops or livestock in their unmanufactured states.

(ii) "Farming operation" means raising, cultivating, propagating,

fattening, grazing, or any other farming, livestock, or aquacultural

operation.

(jj) "File number" means the number assigned to an initial financing

statement pursuant to subsection 1 of section 91 of this act.

(kk) "Filing office" means an office designated in section 73 of this

act as the place to file a financing statement.

(ll) "Filing-office rule" means a rule adopted pursuant to section 98

of this act.

(mm) "Financing statement" means a record or records composed of

an initial financing statement and any filed record relating to the initial

financing statement.

(nn) "Fixture filing" means the filing of a financing statement

covering goods that are or are to become fixtures and satisfying

subsections 1 and 2 of section 74 of this act. The term includes the filing

of a financing statement covering goods of a transmitting utility which

are or are to become fixtures.

(oo) "Fixtures" means goods that have become so related to

particular real property that an interest in them arises under real

property law.

(pp) "General intangible" means any personal property, including

things in action, other than accounts, chattel paper, commercial tort

claims, deposit accounts, documents, goods, instruments, investment

property, letter-of-credit rights, letters of credit, money, and oil, gas, or

other minerals before extraction. The term includes payment intangibles

and software.

(qq) "Good faith" means honesty in fact and the observance of

reasonable commercial standards of fair dealing. (rr) "Goods" means all things that are movable when a security

interest attaches. The term includes fixtures; standing timber that is to be

cut and removed under a conveyance or contract for sale; the unborn

young of animals; crops grown, growing, or to be grown, even if the

crops are produced on trees, vines, or bushes; and manufactured homes.

The term also includes a computer program embedded in goods and any

supporting information provided in connection with a transaction

relating to the program if the program is associated with the goods in

such a manner that it customarily is considered part of the goods, or by

becoming the owner of the goods, a person acquires a right to use the

program in connection with the goods. The term does not include a

computer program embedded in goods that consist solely of the medium

in which the program is embedded. The term also does not include

accounts, chattel paper, commercial tort claims, deposit accounts,

documents, general intangibles, instruments, investment property, letter-

of-credit rights, letters of credit, money, or oil, gas, or other minerals

before extraction.

(ss) "Governmental unit" means a subdivision, agency, department,

county, parish, municipality, or other unit of the government of the

United States, a state, or a foreign country. The term includes an

organization having a separate corporate existence if the organization is

eligible to issue debt on which interest is exempt from income taxation

under the laws of the United States.

(tt) "Health-care-insurance receivable" means an interest in or claim

under a policy of insurance which is a right to payment of a monetary

obligation for health-care goods or services provided.

(uu) "Instrument" means a negotiable instrument or any other

writing that evidences a right to the payment of a monetary obligation, is

not itself a security agreement or lease, and is of a type that in ordinary

course of business is transferred by delivery with any necessary

endorsement or assignment. The term does not include investment

property, letters of credit, or writings that evidence a right to payment

arising out of the use of a credit or charge card or information contained

on or for use with the card.

(vv) "Inventory" means goods, other than farm products, which:

(1) Are leased by a person as lessor;

(2) Are held by a person for sale or lease or to be furnished under a

contract of service;

(3) Are furnished by a person under a contract of service; or

(4) Consist of raw materials, work in process, or materials used or

consumed in a business.

(ww) "Investment property" means a security, whether certificated or

uncertificated, security entitlement, securities account, commodity

contract, or commodity account. (xx) "Jurisdiction of organization," with respect to a registered

organization, means the jurisdiction under whose law the organization is

organized.

(yy) "Letter-of-credit right" means a right to payment or performance

under a letter of credit, whether or not the beneficiary has demanded or

is at the time entitled to demand payment or performance. The term does

not include the right of a beneficiary to demand payment or performance

under a letter of credit.

(zz) "Lien creditor" means:

(1) A creditor that has acquired a lien on the property involved by

attachment, levy, or the like;

(2) An assignee for benefit of creditors from the time of

assignment;

(3) A trustee in bankruptcy from the date of the filing of the

petition; or

(4) A receiver in equity from the time of appointment.

(aaa) "Manufactured home" means a structure, transportable in one

or more sections, which in the traveling mode, is 8 feet or more in body

width or 40 feet or more in body length, or, when erected on site, is 320

or more square feet, and which is built on a permanent chassis and

designed to be used as a dwelling with or without a permanent

foundation when connected to the required utilities, and includes the

plumbing, heating, air-conditioning, and electrical systems contained

therein. The term includes any structure that meets all of the

requirements of this paragraph except the size requirements and with

respect to which the manufacturer voluntarily files a certification

required by the United States Secretary of Housing and Urban

Development and complies with the standards established under Title 42

of the United States Code.

(bbb) "Manufactured-home transaction" means a secured

transaction:

(1) That creates a purchase-money security interest in a

manufactured home, other than a manufactured home held as inventory;

or

(2) In which a manufactured home, other than a manufactured

home held as inventory, is the primary collateral.

(ccc) "Mortgage" means a consensual interest in real property,

including fixtures, which is created by a mortgage, deed of trust, or

similar transaction.

(ddd) "New debtor" means a person that becomes bound as debtor

under subsection 4 of section 14 of this act by a security agreement

previously entered into by another person.

(eee) "New value" means money; money's worth in property, services,

or new credit; or release by a transferee of an interest in property

previously transferred to the transferee. The term does not include an

obligation substituted for another obligation. (fff) "Noncash proceeds" means proceeds other than cash proceeds.

(ggg) "Obligor" means a person that, with respect to an obligation

secured by a security interest in or an agricultural lien on the collateral,

owes payment or other performance of the obligation, has provided

property other than the collateral to secure payment or other

performance of the obligation, or is otherwise accountable in whole or in

part for payment or other performance of the obligation. The term does

not include an issuer or a nominated person under a letter of credit.

(hhh) "Original debtor" means a person that, as debtor, entered into a

security agreement to which a new debtor has become bound under

subsection 4 of section 14 of this act.

(iii) "Payment intangible" means a general intangible under which

the account debtor's principal obligation is a monetary obligation.

(jjj) "Person related to," with respect to a natural person, means:

(1) His spouse;

(2) His brother, brother-in-law, sister, or sister-in-law;

(3) His or his spouse's ancestor or lineal descendant; or

(4) Any other relative, by blood or marriage, of the person or his

spouse who shares the same home with him.

(kkk) "Person related to," with respect to an organization, means:

(1) A person directly or indirectly controlling, controlled by, or

under common control with the organization;

(2) An officer or director of, or a person performing similar

functions with respect to, the organization;

(3) An officer or director of, or a person performing similar

functions with respect to, a person described in subparagraph (1);

(4) The spouse of a natural person described in subparagraph (1),

(2), or (3); or

(5) A person who is related by blood or marriage to a person

described in subparagraph (1), (2), (3), or (4) and shares the same home

with that person.

(lll) "Proceeds" means the following property:

(1) Whatever is acquired upon the sale, lease, license, exchange, or

other disposition of collateral;

(2) Whatever is collected on, or distributed on account of,

collateral;

(3) Rights arising out of collateral;

(4) To the extent of the value of collateral, claims arising out of the

loss, nonconformity, or interference with the use of, defects or

infringement of rights in, or damage to, the collateral; and

(5) To the extent of the value of collateral and to the extent payable

to the debtor or the secured party, insurance payable by reason of the loss

or nonconformity of, defects or infringement of rights in, or damage to,

the collateral.

(mmm) "Promissory note" means an instrument that evidences a

promise to pay a monetary obligation, does not evidence an order to pay,and does not contain an acknowledgment by a bank that the bank has

received for deposit a sum of money or funds.

(nnn) "Proposal" means a record authenticated by a secured party

which includes the terms on which the secured party is willing to accept

collateral in full or partial satisfaction of the obligation it secures

pursuant to sections 119, 120 and 121 of this act.

(ooo) "Public-finance transaction" means a secured transaction in

connection with which:

(1) Debt securities are issued;

(2) All or a portion of the securities issued have an initial stated

maturity of at least 20 years; and

(3) The debtor, the obligor, the secured party, the account debtor or

other person obligated on collateral, the assignor or assignee of a

secured obligation, or the assignor or assignee of a security interest is a

state or a governmental unit of a state.

(ppp) "Pursuant to commitment," with respect to an advance made or

other value given by a secured party, means pursuant to the secured

party's obligation, whether or not a subsequent event of default or other

event not within the secured party's control has relieved or may relieve

the secured party from its obligation.

(qqq) "Record," except as used in "for record," "of record," "record

or legal title," and "record owner," means information that is inscribed

on a tangible medium or which is stored in an electronic or other

medium and is retrievable in perceivable form.

(rrr) "Registered organization" means an organization organized

solely under the law of a single state or the United States and as to which

the state or the United States must maintain a public record showing the

organization to have been organized.

(sss) "Secondary obligor" means an obligor to the extent that:

(1) The obligor's obligation is secondary; or

(2) The obligor has a right of recourse with respect to an obligation

secured by collateral against the debtor, another obligor, or property of

either.

(ttt) "Secured party" means:

(1) A person in whose favor a security interest is created or

provided for under a security agreement, whether or not any obligation

to be secured is outstanding;

(2) A person that holds an agricultural lien;

(3) A consignor;

(4) A person to which accounts, chattel paper, payment intangibles,

or promissory notes have been sold;

(5) A trustee, indenture trustee, agent, collateral agent, or other

representative in whose favor a security interest or agricultural lien is

created or provided for; or (6) A person that holds a security interest arising under NRS

104.2401, 104.2505, subsection 3 of NRS 104.2711, NRS 104.4210,

104.5118, or subsection 5 of NRS 104A.2508.

(uuu) "Security agreement" means an agreement that creates or

provides for a security interest.

(vvv) "Send," in connection with a record or notification, means:

(1) To deposit in the mail, deliver for transmission, or transmit by

any other usual means of communication, with postage or cost of

transmission provided for, addressed to any address reasonable under the

circumstances; or

(2) To cause the record or notification to be received within the time

that it would have been received if properly sent under subparagraph (1).

(www) "Software" means a computer program and any supporting

information provided in connection with a transaction relating to the

program. The term does not include a computer program that is

contained in goods unless the goods are a computer or computer

peripheral.

(xxx) "State" means a state of the United States, the District of

Columbia, Puerto Rico, the United States Virgin Islands, or any territory

or insular possession subject to the jurisdiction of the United States.

(yyy) "Supporting obligation" means a letter-of-credit right or

secondary obligation that supports the payment or performance of an

account, chattel paper, document, general intangible, instrument, or

investment property.

(zzz) "Tangible chattel paper" means chattel paper evidenced by a

record or records consisting of information that is inscribed on a tangible

medium.

(aaaa) "Termination statement" means a subsequent filing which:

(1) Identifies, by its file number, the initial financing statement to

which it relates; and

(2) Indicates either that it is a termination statement or that the

identified financing statement is no longer effective.

(bbbb) "Transmitting utility" means a person primarily engaged in

the business of:

(1) Operating a railroad, subway, street railway, or trolley bus;

(2) Transmitting communications electrically, electromagnetically,

or by light;

(3) Transmitting goods by pipeline;

(4) Providing sewerage; or

(5) Transmitting or producing and transmitting electricity, steam,

gas, or water.

2. The following definitions in other articles apply to this article:

3. Article 1 contains general definitions and principles of

construction and interpretation applicable throughout this article.

(a) "Purchase-money collateral" means goods or software that

secures a purchase-money obligation incurred with respect to that

collateral; and

(b) "Purchase-money obligation" means an obligation of an obligor

incurred as all or part of the price of the collateral or for value given to

enable the debtor to acquire rights in or the use of the collateral if the

value is in fact so used.

2. A security interest in goods is a purchase-money security interest:

(a) To the extent that the goods are purchase-money collateral with

respect to that security interest;

(b) If the security interest is in inventory that is or was purchase

-money collateral, also to the extent that the security interest secures a

purchase-money obligation incurred with respect to other inventory inwhich the secured party holds or held a purchase-money security

interest; and

(c) Also to the extent that the security interest secures a purchase

-money obligation incurred with respect to software in which the secured

party holds or held a purchase-money security interest.

3. A security interest in software is a purchase-money security

interest to the extent that the security interest also secures a purchase-

money obligation incurred with respect to goods in which the secured

party holds or held a purchase-money security interest if:

(a) The debtor acquired its interest in the software in an integrated

transaction in which it acquired an interest in the goods; and

(b) The debtor acquired its interest in the software for the principal

purpose of using the software in the goods.

4. The security interest of a consignor in goods that are the subject of

a consignment is a purchase-money security interest in inventory.

5. In a transaction other than a consumer-goods transaction, if the

extent to which a security interest is a purchase-money security interest

depends on the application of a payment to a particular obligation, the

payment must be applied:

(a) In accordance with any reasonable method of application to which

the parties agree;

(b) In the absence of the parties' agreement to a reasonable method,

in accordance with any intention of the obligor manifested at or before

the time of payment; or

(c) In the absence of an agreement to a reasonable method and a

timely manifestation of the obligor's intention, in the following order:

(1) To obligations that are not secured; and

(2) If more than one obligation is secured, to obligations secured by

purchase-money security interests in the order in which those obligations

were incurred.

6. In a transaction other than a consumer-goods transaction, a

purchase-money security interest does not lose its status as such, even if:

(a) The purchase-money collateral also secures an obligation that is

not a purchase-money obligation;

(b) Collateral that is not purchase-money collateral also secures the

purchase-money obligation; or

(c) The purchase-money obligation has been renewed, refinanced,

consolidated, or restructured.

7. In a transaction other than a consumer-goods transaction, a

secured party claiming a purchase-money security interest has the

burden of establishing the extent to which the security interest is a

purchase-money security interest.

8. The limitation of the rules in subsections 5, 6 and 7 to transactions

other than consumer-goods transactions leaves to the court the

determination of the proper rules in consumer-goods transactions. The

court may not infer from that limitation the nature of the proper rule inconsumer-goods transactions and may continue to apply established

approaches.

record or records comprising the chattel paper are created, stored, and

assigned in such a manner that:

1. A single authoritative copy of the record or records exists which is

unique, identifiable and, except as otherwise provided in subsections 4, 5,

and 6, unalterable;

2. The authoritative copy identifies the secured party as the assignee

of the record or records;

3. The authoritative copy is communicated to and maintained by the

secured party or its designated custodian;

4. Copies or revisions that add or change an identified assignee of

the authoritative copy can be made only with the participation of the

secured party;

5. Each copy of the authoritative copy and any copy of a copy is

readily identifiable as a copy that is not the authoritative copy; and

6. Any revision of the authoritative copy is readily identifiable as an

authorized or unauthorized revision.

uncertificated security, or security entitlement as provided in NRS

104.8106.

2. A secured party has control of a commodity contract if:

(a) The secured party is the commodity intermediary with which the

commodity contract is carried; or

(b) The commodity customer, secured party, and commodity

intermediary have agreed that the commodity intermediary will apply any

value distributed on account of the commodity contract as directed by the

secured party without further consent by the commodity customer.

3. A secured party having control of all security entitlements or

commodity contracts carried in a securities account or commodity

account has control over the securities account or commodity account.

extent of any right to payment or performance by the issuer or anynominated person if the issuer or nominated person has consented to an

assignment of proceeds of the letter of credit under subsection 3 of NRS

104.5114 or otherwise applicable law or practice.

description of personal or real property is sufficient, whether or not it is

specific, if it reasonably identifies what is described.

2. Except as otherwise provided in subsection 4, a description of

collateral reasonably identifies the collateral if it identifies the collateral

by:

(a) Specific listing;

(b) Category;

(c) Except as otherwise provided in subsection 5, a type of collateral

defined in the Uniform Commercial Code;

(d) Quantity;

(e) Computational or allocational formula or procedure; or

(f) Except as otherwise provided in subsection 3, any other method, if

the identity of the collateral is objectively determinable.

3. A description of collateral as "all the debtor's assets" or "all the

debtor's personal property" or using words of similar import does not

reasonably identify the collateral.

4. Except as otherwise provided in subsection 5, a description of a

security entitlement, securities account, or commodity account is

sufficient if it describes:

(a) The collateral by those terms or as investment property; or

(b) The underlying financial asset or commodity contract.

5. A description only by type of collateral defined in the Uniform

Commercial Code is an insufficient description of:

(a) A commercial tort claim; or

(b) In a consumer transaction, consumer goods, a security

entitlement, a securities account, or a commodity account.

this article applies to:

(a) A transaction, regardless of its form, that creates a security interest

in personal property or fixtures by contract;

(b) An agricultural lien;

(c) A sale of accounts, chattel paper, payment intangibles, or

promissory notes;

(d) A consignment;

(e) A security interest arising under NRS 104.2401, 104.2505,

subsection 3 of NRS 104.2711, or subsection 5 of NRS 104A.2508, as

provided in section 11 of this act; and

(f) A security interest arising under NRS 104.4210 or 104.5118.

2. The application of this article to a security interest in a secured

obligation is not affected by the fact that the obligation is itself secured

by a transaction or interest to which this article does not apply.

3. This article does not apply to the extent that

: (a) A statute, regulation, or treaty of the United States preempts this

article;

(b) Another statute of this state expressly governs the creation,

perfection, priority, or enforcement of a security interest created by this

state or a governmental unit of this state;

(c) A statute of another state, a foreign country, or a governmental

unit of another state or a foreign country, other than a statute generally

applicable to security interests, expressly governs creation, perfection,

priority, or enforcement of a security interest created by the state,

country, or governmental unit; or

(d) The rights of a transferee beneficiary or nominated person under

a letter of credit are independent and superior under NRS 104.5114.

4. This article does not apply to:

(a) A landlord's lien, other than an agricultural lien;

(b) A lien, other than an agricultural lien, given by statute or other

rule of law for services or materials, but section 54 of this act applies

with respect to priority of the lien;

(c) An assignment of a claim for wages, salary, or other compensation

of an employee;

(d) A sale of accounts, chattel paper, payment intangibles, or

promissory notes as part of a sale of the business out of which they arose;

(e) An assignment of accounts, chattel paper, payment intangibles, or

promissory notes which is for the purpose of collection only;

(f) An assignment of a right to payment under a contract to an

assignee that is also obligated to perform under the contract;

(g) An assignment of a single account, payment intangible, or

promissory note to an assignee in full or partial satisfaction of a

preexisting indebtedness;

(h) A transfer of an interest in or an assignment of a claim under a

policy of insurance, other than an assignment by or to a health-care

provider of a health-care-insurance receivable and any subsequent

assignment of the right to payment, but sections 36 and 43 of this act

apply with respect to proceeds and priorities in proceeds;

(i) An assignment of a right represented by a judgment, other than a

judgment taken on a right to payment that was collateral;

(j) A right of recoupment or set-off, but:

(1) Section 61 of this act applies with respect to the effectiveness of

rights of recoupment or set-off against deposit accounts; and

(2) Section 67 of this act applies with respect to defenses or claims

of an account debtor;

(k) The creation or transfer of an interest in or lien on real property,

including a lease or rents thereunder, except to the extent that provision

is made for:

(1) Liens on real property in sections 14 and 29 of this act;

(2) Fixtures in section 55 of this act;

(3) Fixture filings in sections 73, 74, 84, 88 and 91 of this act; an

d (4) Security agreements covering personal and real property in

section 103 of this act;

(l) An assignment of a claim arising in tort, other than a commercial

tort claim, but sections 36 and 43 of this act apply with respect to

proceeds and priorities in proceeds; or

(m) An assignment of a deposit account in a consumer transaction,

but sections 36 and 43 of this act apply with respect to proceeds and

priorities in proceeds.

subsection 3 of 104.2711, or subsection 5 of NRS 104A.2508 is subject to

this article. However, until the debtor obtains possession of the goods:

1. The security interest is enforceable, even if paragraph (c) of

subsection 2 of section 14 of this act has not been satisfied;

2. Filing is not required to perfect the security interest;

3. The rights of the secured party after default by the debtor are

governed by Article 2 or 2A; and

4. The security interest has priority over a conflicting security

interest created by the debtor.

Commercial Code, a security agreement is effective according to its terms

between the parties, against purchasers of the collateral, and against

creditors.

2. A transaction subject to this article is subject to any applicable

rule of law which establishes a different rule for consumers and to

chapters 97 and 97A of NRS.

3. In case of conflict between this article and a rule of law, statute, or

regulation described in subsection 2, the rule of law, statute, or

regulation controls. Failure to comply with a statute or regulation

described in subsection 2 has only the effect the statute or regulation

specifies.

4. This article does not:

(a) Validate any rate, charge, agreement, or practice that violates a

rule of law, statute, or regulation described in subsection 2; or

(b) Extend the application of the rule of law, statute, or regulation to a

transaction not otherwise subject to it.

or sales of accounts, chattel paper, payment intangibles, or promissory

notes, the provisions of this article with regard to rights and obligations

apply whether or not title to collateral is in the secured party or the

debtor.

becomes enforceable against the debtor with respect to the collateral,

unless an agreement expressly postpones the time of attachment.

2. Except as otherwise provided in subsections 3 to 9, inclusive, a

security interest is enforceable against the debtor and third parties with

respect to the collateral only if: (a) Value has been given;

(b) The debtor has rights in the collateral or the power to transfer

rights in the collateral to a secured party; and

(c) One of the following conditions is met:

(1) The debtor has authenticated a security agreement that provides

a description of the collateral and, if the security interest covers timber to

be cut, a description of the land concerned;

(2) The collateral is not a certificated security and is in the

possession of the secured party under section 34 of this act pursuant to

the debtor's security agreement;

(3) The collateral is a certificated security in registered form and

the security certificate has been delivered to the secured party under NRS

104.8301 pursuant to the debtor's security agreement; or

(4) The collateral is deposit accounts, electronic chattel paper,

investment property, or letter-of-credit rights, and the secured party has

control under section 5, 6, 7 or 8 of this act pursuant to the debtor's

security agreement.

3. Subsection 2 is subject to NRS 104.4210 on the security interest of

a collecting bank, NRS 104.5118 on the security interest of a letter-of-

credit issuer or nominated person, section 11 of this act on a security

interest arising under Article 2 or 2A, and section 17 of this act on

security interests in investment property.

4. A person becomes bound as debtor by a security agreement

entered into by another person if, by operation of law other than this

article or by contract:

(a) The security agreement becomes effective to create a security

interest in his property; or

(b) He becomes generally obligated for the obligations of the other

person, including the obligation secured under the security agreement,

and acquires or succeeds to all or substantially all of the assets of the

other person.

5. If a new debtor becomes bound as debtor by a security agreement

entered into by another person:

(a) The agreement satisfies paragraph (c) of subsection 2 with respect

to existing or after-acquired property of the new debtor to the extent the

property is described in the agreement; and

(b) Another agreement is not necessary to make a security interest in

the property enforceable.

6. The attachment of a security interest in collateral gives the

secured party the rights to proceeds provided by section 36 of this act and

is also attachment of a security interest in a supporting obligation for the

collateral.

7. The attachment of a security interest in a right to payment or

performance secured by a security interest or other lien on personal or

real property is also attachment of a security interest in the security

interest, mortgage, or other lien. 8. The attachment of a security interest in a securities account is also

attachment of a security interest in the security entitlements carried in

the securities account.

9. The attachment of a security interest in a commodity account is

also attachment of a security interest in the commodity contracts carried

in the commodity account.

agreement may create or provide for a security interest in after-acquired

collateral.

2. A security interest does not attach under a term constituting an

after-acquired property clause to:

(a) Consumer goods, other than an accession when given as

additional security, unless the debtor acquires rights in them within 10

days after the secured party gives value; or

(b) A commercial tort claim.

3. A security agreement may provide that collateral secures, or that

accounts, chattel paper, payment intangibles, or promissory notes are

sold in connection with, future advances or other value, whether or not

the advances or value are given pursuant to commitment.

creditors solely because:

(a) The debtor has the right or ability to:

(1) Use, commingle, or dispose of all or part of the collateral,

including returned or repossessed goods;

(2) Collect, compromise, enforce, or otherwise deal with collateral;

(3) Accept the return of collateral or make repossessions; or

(4) Use, commingle, or dispose of proceeds; or

(b) The secured party fails to require the debtor to account for

proceeds or replace collateral.

2. This section does not relax the requirements of possession if

attachment, perfection, or enforcement of a security interest depends

upon possession of the collateral by the secured party.

attaches to a person's security entitlement if:

(a) He buys a financial asset through the securities intermediary in a

transaction in which he is obligated to pay the purchase price to the

securities intermediary at the time of the purchase; and

(b) The securities intermediary credits the financial asset to his

securities account before he pays the securities intermediary.

2. The security interest described in subsection 1 secures the buyer's

obligation to pay for the financial asset.

3. A security interest in favor of a person that delivers a certificated

security or other financial asset represented by a writing attaches to the

security or other financial asset if:

(a) The security or other financial asset

: (1) In the ordinary course of business is transferred by delivery with

any necessary endorsement or assignment; and

(2) Is delivered under an agreement between persons in the

business of dealing with such securities or financial assets; and

(b) The agreement calls for delivery against payment.

4. The security interest described in subsection 3 secures the

obligation to make payment for the delivery.

party shall use reasonable care in the custody and preservation of

collateral in the secured party's possession. In the case of chattel paper

or an instrument, reasonable care includes taking necessary steps to

preserve rights against prior parties unless otherwise agreed.

2. Except as otherwise provided in subsection 4, if a secured party

has possession of collateral:

(a) Reasonable expenses, including the cost of insurance and payment

of taxes or other charges, incurred in the custody, preservation, use, or

operation of the collateral are chargeable to the debtor and are secured

by the collateral;

(b) The risk of accidental loss or damage is on the debtor to the extent

of a deficiency in any effective insurance coverage;

(c) The secured party shall keep the collateral identifiable, but

fungible collateral may be commingled; and

(d) The secured party may use or operate the collateral:

(1) For the purpose of preserving the collateral or its value;

(2) As permitted by an order of a court having competent

jurisdiction; or

(3) Except in the case of consumer goods, in the manner and to the

extent agreed by the debtor.

3. Except as otherwise provided in subsection 4, a secured party

having possession of collateral or control of collateral under section 5, 6,

7 or 8 of this act:

(a) May hold as additional security any proceeds, except money or

funds, received from the collateral;

(b) Shall apply money or funds received from the collateral to reduce

the secured obligation, unless remitted to the debtor; and

(c) May create a security interest in the collateral.

4. If the secured party is a buyer of accounts, chattel paper, payment

intangibles, or promissory notes or a consignor:

(a) Subsection 1 does not apply unless the secured party is entitled

under an agreement:

(1) To charge back uncollected collateral; or

(2) Otherwise to full or limited recourse against the debtor or a

secondary obligor based on the nonpayment or other default of an

account debtor or other obligor on the collateral; and

(b) Subsections 2 and 3 do not apply

secured party is not committed to make advances, incur obligations, or

otherwise give value, within 10 days after receiving an authenticated

demand by the debtor:

1. A secured party having control of a deposit account under

paragraph (b) of subsection 1 of section 5 of this act shall send to the

bank with which the deposit account is maintained an authenticated

statement that releases the bank from any further obligation to comply

with instructions originated by the secured party;

2. A secured party having control of a deposit account under

paragraph (c) of subsection 1 of section 5 of this act shall:

(a) Pay the debtor the balance on deposit in the deposit account; or

(b) Transfer the balance on deposit into a deposit account in the

debtor's name;

3. A secured party, other than a buyer, having control of electronic

chattel paper under section 6 of this act shall:

(a) Communicate the authoritative copy of the electronic chattel paper

to the debtor or its designated custodian;

(b) If the debtor designates a custodian that is the designated

custodian with which the authoritative copy of the electronic chattel

paper is maintained for the secured party, communicate to the custodian

an authenticated record releasing the designated custodian from any

further obligation to comply with instructions originated by the secured

party and instructing the custodian to comply with instructions originated

by the debtor; and

(c) Take appropriate action to enable the debtor or its designated

custodian to make copies of or revisions to the authoritative copy which

add or change an identified assignee of the authoritative copy without the

consent of the secured party;

4. A secured party having control of investment property under

paragraph (b) of subsection 4 of NRS 104.8106 or under subsection 2 of

section 7 of this act shall send to the securities intermediary or

commodity intermediary with which the security entitlement or

commodity contract is maintained an authenticated record that releases

the securities intermediary or commodity intermediary from any further

obligation to comply with entitlement orders or directions originated by

the secured party; and

5. A secured party having control of a letter-of-credit right under

section 8 of this act shall send to each person having an unfulfilled

obligation to pay or deliver proceeds of the letter of credit to the secured

party an authenticated release from any further obligation to pay or

deliver proceeds of the letter of credit to the secured party.

section applies if:

(a) There is no outstanding secured obligation; an

d (b) The secured party is not committed to make advances, incur

obligations, or otherwise give value.

2. Within 10 days after receiving an authenticated demand by the

debtor, a secured party shall send to an account debtor that has received

notification of an assignment to the secured party as assignee under

subsection 1 of section 69 of this act an authenticated record that

releases the account debtor from any further obligation to the secured

party.

3. This section does not apply to an assignment constituting the sale

of an account, chattel paper, or payment intangible.

(a) "Request" means a record of a type described in paragraph (b),

(c), or (d).

(b) "Request for an accounting" means a record authenticated by a

debtor requesting that the recipient provide an accounting of the unpaid

obligations secured by collateral and reasonably identifying the

transaction or relationship that is the subject of the request.

(c) "Request regarding a list of collateral" means a record

authenticated by a debtor requesting that the recipient approve or correct

a list of what the debtor believes to be the collateral securing an

obligation and reasonably identifying the transaction or relationship that

is the subject of the request.

(d) "Request regarding a statement of account" means a record

authenticated by a debtor requesting that the recipient approve or correct

a statement indicating what the debtor believes to be the aggregate

amount of unpaid obligations secured by collateral as of a specified date

and reasonably identifying the transaction or relationship that is the

subject of the request.

2. Subject to subsections 3, 4, 5 and 6, a secured party, other than a

buyer of accounts, chattel paper, payment intangibles, or promissory

notes or a consignor, shall comply with a request within 14 days after

receipt:

(a) In the case of a request for an accounting, by authenticating and

sending to the debtor an accounting; and

(b) In the case of a request regarding a list of collateral or a request

regarding a statement of account, by authenticating and sending to the

debtor an approval or correction.

3. A secured party that claims a security interest in all of a particular

type of collateral owned by the debtor may comply with a request

regarding a list of collateral by sending to the debtor an authenticated

record including a statement to that effect within 14 days after receipt.

4. A person that receives a request regarding a list of collateral,

claims no interest in the collateral when it receives the request, and

claimed an interest in the collateral at an earlier time shall comply with

the request within 14 days after receipt by sending to the debtor an

authenticated record: (a) Disclaiming any interest in the collateral; and

(b) If known to the recipient, providing the name and mailing address

of any assignee of or successor to the recipient's security interest in the

collateral.

5. A person that receives a request for an accounting or a request

regarding a statement of account, claims no interest in the obligations

when it receives the request, and claimed an interest in the obligations at

an earlier time shall comply with the request within 14 days after receipt

by sending to the debtor an authenticated record:

(a) Disclaiming any interest in the obligations; and

(b) If known to the recipient, providing the name and mailing address

of any assignee of or successor to the recipient's interest in the

obligations.

6. A debtor is entitled without charge to one response to a request

under this section during any 6-month period. The secured party may

require payment of a charge not exceeding $25 for each additional

response.

of this act, the following rules determine the law governing perfection,

the effect of perfection or nonperfection, and the priority of a security

interest in collateral:

1. Except as otherwise provided in this section, while a debtor is

located in a jurisdiction, the law of that jurisdiction governs perfection,

the effect of perfection or nonperfection, and the priority of a security

interest in collateral.

2. While collateral is located in a jurisdiction, the law of that

jurisdiction governs perfection, the effect of perfection or nonperfection,

and the priority of a possessory security interest in that collateral.

3. Except as otherwise provided in subsections 4, 5 and 6, while

negotiable documents, goods, instruments, money, or tangible chattel

paper is located in a jurisdiction, the law of that jurisdiction governs the

effect of perfection or nonperfection and the priority of a nonpossessory

security interest.

4. While goods are located in a jurisdiction, the law of that

jurisdiction governs perfection of a security interest in the goods by a

fixture filing.

5. The law of the jurisdiction in which timber to be cut is located

governs perfection of a security interest in the timber.

6. The law of the jurisdiction in which the wellhead or minehead is

located governs perfection, the effect of perfection or nonperfection, and

the priority of a security interest in as-extracted collateral.

that jurisdiction governs perfection, the effect of perfection or

nonperfection, and the priority of an agricultural lien on the farm

title, even if there is no other relationship between the jurisdiction under

whose certificate of title the goods are covered and the goods or the

debtor.

2. Goods become covered by a certificate of title when a valid

application for the certificate of title and the applicable fee are delivered

to the appropriate authority. Goods cease to be covered by a certificate of

title at the earlier of the time the certificate of title ceases to be effective

under the law of the issuing jurisdiction or the time the goods become

covered subsequently by a certificate of title issued by another

jurisdiction.

3. The law of the jurisdiction under whose certificate of title the

goods are covered governs perfection, the effect of perfection or

nonperfection, and the priority of a security interest in goods covered by

a certificate of title from the time the goods become covered by the

certificate of title until the goods cease to be covered by the certificate of

title.

effect of perfection or nonperfection, and the priority of a security

interest in a deposit account maintained with that bank.

2. The following rules determine a bank's jurisdiction for purposes

of this part:

(a) If an agreement between the bank and the debtor governing the

deposit account expressly provides that a particular jurisdiction is the

bank's jurisdiction for purposes of this part, this article, or the Uniform

Commercial Code, that jurisdiction is the bank's jurisdiction.

(b) If paragraph (a) does not apply and an agreement between the

bank and its customer governing the deposit account expressly provides

that the agreement is governed by the law of a particular jurisdiction,

that jurisdiction is the bank's jurisdiction.

(c) If neither paragraph (a) nor paragraph (b) applies and an

agreement between the bank and its customer governing the deposit

account expressly provides that the deposit account is maintained at an

office in a particular jurisdiction, that jurisdiction is the bank's

jurisdiction.

(d) If neither paragraph (a) nor paragraph (b) nor paragraph (c)

applies, the bank's jurisdiction is the jurisdiction in which the office

identified in an account statement as the office serving the customer's

account is located.

(e) If none of the preceding paragraphs applies, the bank's

jurisdiction is the jurisdiction in which the chief executive office of the

bank is located.

following rules apply:

(a) While a security certificate is located in a jurisdiction, the law of

that jurisdiction governs perfection, the effect of perfection ornonperfection, and the priority of a security interest in the certificated

security represented thereby.

(b) The law of the issuer's jurisdiction as specified in subsection 4 of

NRS 104.8110 governs perfection, the effect of perfection or

nonperfection, and the priority of a security interest in an uncertificated

security.

(c) The law of the securities intermediary's jurisdiction as specified in

subsection 5 of NRS 104.8110 governs perfection, the effect of perfection

or nonperfection, and the priority of a security interest in a security

entitlement or securities account.

(d) The law of the commodity intermediary's jurisdiction governs

perfection, the effect of perfection or nonperfection, and the priority of a

security interest in a commodity contract or commodity account.

2. The following rules determine a commodity intermediary's

jurisdiction for purposes of this part:

(a) If an agreement between the commodity intermediary and

commodity customer governing the commodity account expressly

provides that a particular jurisdiction is the commodity intermediary's

jurisdiction for purposes of this part, this article, or the Uniform

Commercial Code, that jurisdiction is the commodity intermediary's

jurisdiction.

(b) If paragraph (a) does not apply and an agreement between the

commodity intermediary and commodity customer governing the

commodity account expressly provides that the agreement is governed by

the law of a particular jurisdiction, that jurisdiction is the commodity

intermediary's jurisdiction.

(c) If neither paragraph (a) nor paragraph (b) applies and an

agreement between the commodity intermediary and commodity

customer governing the commodity account expressly provides that the

commodity account is maintained at an office in a particular jurisdiction,

that jurisdiction is the commodity intermediary's jurisdiction.

(d) If neither paragraph (a) nor paragraph (b) nor paragraph (c)

applies, the commodity intermediary's jurisdiction is the jurisdiction in

which the office identified in an account statement as the office serving

the commodity customer's account is located.

(e) If none of the preceding paragraphs applies, the commodity

intermediary's jurisdiction is the jurisdiction in which the chief executive

office of the commodity intermediary is located.

3. The law of the jurisdiction in which the debtor is located governs:

(a) Perfection of a security interest in investment property by filing;

(b) Automatic perfection of a security interest in investment property

granted by a broker or securities intermediary; and

(c) Automatic perfection of a security interest in a commodity contract

or commodity account granted by a commodity intermediary.

jurisdiction or a nominated person's jurisdiction governs perfection, theeffect of perfection or nonperfection, and the priority of a security

interest in a letter-of-credit right if the issuer's jurisdiction or nominated

person's jurisdiction is a state.

2. For purposes of this part, an issuer's jurisdiction or nominated

person's jurisdiction is the jurisdiction whose law governs the liability of

the issuer or nominated person with respect to the letter-of-credit right as

provided in NRS 104.5116.

3. This section does not apply to a security interest that is perfected

only under subsection 4 of section 29 of this act.

where a debtor conducts its affairs.

2. Except as otherwise provided in this section, the following rules

determine a debtor's location:

(a) A natural person is located at his residence.

(b) Any other debtor having only one place of business is located at its

place of business.

(c) Any other debtor having more than one place of business is located

at its chief executive office.

3. Subsection 2 applies only if a debtor's residence, place of business,

or chief executive office, as applicable, is located in a jurisdiction whose

law requires information concerning the existence of a nonpossessory

security interest to be made generally available in a filing, recording, or

registration system as a condition or result of the security interest's

obtaining priority over the rights of a lien creditor with respect to the

collateral. If subsection 2 does not apply, the debtor is deemed to be

located in the District of Columbia.

4. A person that ceases to exist, have a residence, or have a place of

business continues to be located in the jurisdiction specified by

subsections 2 and 3.

5. A registered organization that is organized under the law of a state

is located in that state.

6. Except as otherwise provided in subsection 9, a registered

organization that is organized under the law of the United States and a

branch or agency of a bank that is not organized under the law of the

United States or a state are located or deemed to be located:

(a) In the state that the law of the United States designates, if the law

designates a state of location;

(b) In the state that the registered organization, branch, or agency

designates, if the law of the United States authorizes the registered

organization, branch, or agency to designate its state of location; or

(c) In the District of Columbia, if neither paragraph (a) nor

paragraph (b) applies.

7. A registered organization continues to be located in the

jurisdiction specified by subsection 5 or 6 notwithstanding:

(a) The suspension, revocation, forfeiture, or lapse of the registered

organization's status as such in its jurisdiction of organization; or (b) The dissolution, winding up, or cancellation of the existence of the

registered organization.

8. The United States is deemed to be located in the District of

Columbia.

9. A branch or agency of a bank that is not organized under the law

of the United States or a state is located in the state in which the branch

or agency is licensed, if all branches and agencies of the bank are

licensed in only one state.

10. A foreign air carrier under the Federal Aviation Act of 1958, as

amended, is located at the designated office of the agent upon which

service of process may be made on behalf of the carrier.

11. This section applies only for purposes of this part.

30 of this act, a security interest is perfected if it has attached and all of

the applicable requirements for perfection in sections 31 to 37, inclusive,

of this act have been satisfied. A security interest is perfected when it

attaches if the applicable requirements are satisfied before the security

interest attaches.

2. An agricultural lien is perfected if it has become effective and all

of the applicable requirements for perfection in section 31 of this act

have been satisfied. An agricultural lien is perfected when it becomes

effective if the applicable requirements are satisfied before the

agricultural lien becomes effective.

3. A security interest or agricultural lien is perfected continuously if

it is originally perfected in one manner under this article and is later

perfected in another manner under this article, without an intermediate

period when it was unperfected.

4. Perfection of a security interest in collateral also perfects a

security interest in a supporting obligation for the collateral.

5. Perfection of a security interest in a right to payment or

performance also perfects a security interest in a security interest,

mortgage, or other lien on personal or real property securing the right.

6. Perfection of a security interest in a securities account also

perfects a security interest in the security entitlements carried in the

securities account.

7. Perfection of a security interest in a commodity account also

perfects a security interest in the commodity contracts carried in the

commodity account.

attach:

1. A purchase-money security interest in consumer goods, except as

otherwise provided in subsection 2 of section 32 of this act with respect to

consumer goods that are subject to a statute or treaty described in

subsection 1 of that section;

2. An assignment of accounts or payment intangibles which does not

by itself or in conjunction with other assignments to the same assigneetransfer a significant part of the assignor's outstanding accounts or

payment intangibles;

3. A sale of a payment intangible;

4. A sale of a promissory note;

5. A security interest created by the assignment of a health-care

-insurance receivable to the provider of the health-care goods or services;

6. A security interest arising under NRS 104.2401, 104.2505,

subsection 3 of NRS 104.2711, or subsection 5 of NRS 104A.2508, until

the debtor obtains possession of the collateral;

7. A security interest of a collecting bank arising under NRS

104.4210;

8. A security interest of an issuer or nominated person arising under

NRS 104.5118;

9. A security interest arising in the purchase or delivery of a

financial asset under section 17 of this act;

10. A security interest in investment property created by a broker or

securities intermediary;

11. A security interest in a commodity contract or a commodity

account created by a commodity intermediary;

12. An assignment for the benefit of all creditors of the transferor

and subsequent transfers by the assignee thereunder; and

13. A security interest created by an assignment of a beneficial

interest in a decedent's estate.

subsection 2 of section 33 of this act, a financing statement must be filed

to perfect all security interests and agricultural liens.

2. The filing of a financing statement is not necessary to perfect a

security interest:

(a) That is perfected under subsection 4, 5, 6 or 7 of section 29 of this

act;

(b) That is perfected under section 30 of this act when it attaches;

(c) In property subject to a statute, regulation, or treaty described in

subsection 1 of section 32 of this act;

(d) In goods in possession of a bailee which is perfected under

paragraph (a) or (b) of subsection 4 of section 33 of this act;

(e) In certificated securities, documents, goods, or instruments which

is perfected without filing or possession under subsection 5, 6 or 7 of

section 33 of this act;

(f) In collateral in the secured party's possession under section 34 of

this act;

(g) In a certificated security which is perfected by delivery of the

security certificate to the secured party under section 34 of this act;

(h) In deposit accounts, electronic chattel paper, investment property,

or letter-of-credit rights which is perfected by control under section 35 of

this act;

(i) In proceeds which is perfected under section 36 of this act; o

r (j) That is perfected under section 37 of this act.

3. If a secured party assigns a perfected security interest or

agricultural lien, a filing under this article is not required to reconfirm

the perfected status of the security interest against creditors of and

transferees from the original debtor.

of a financing statement is not necessary or effective to perfect a security

interest in property subject to:

(a) A statute, regulation, or treaty of the United States whose

requirements for a security interest's obtaining priority over the rights of

a lien creditor with respect to the property preempt subsection 1 of

section 31 of this act;

(b) Chapter 105 of NRS, NRS 482.423 to 482.431, inclusive, 488.1793

to 488. 1827, inclusive, and 489.501 to 489.581, inclusive; or

(c) A certificate-of-title statute of another jurisdiction which provides

for a security interest to be indicated on the certificate as a condition or

result of the security interest's obtaining priority over the rights of a lien

creditor with respect to the property.

2. Compliance with the requirements of a statute, regulation, or

treaty described in subsection 1 for obtaining priority over the rights of a

lien creditor is equivalent to the filing of a financing statement under this

article. Except as otherwise provided in subsection 4, section 34 of this

act and subsections 4 and 5 of section 37 of this act for goods covered by

a certificate of title, a security interest in property subject to a statute,

regulation, or treaty described in subsection 1 may be perfected only by

compliance with those requirements, and a security interest so perfected

remains perfected notwithstanding a change in the use or transfer of

possession of the collateral.

3. Except as otherwise provided in subsection 4 and subsections 4

and 5 of section 37 of this act, duration and renewal of perfection of a

security interest perfected by compliance with the requirements

prescribed by a statute, regulation, or treaty described in subsection 1 are

governed by the statute, regulation, or treaty. In other respects, the

security interest is subject to this article.

4. During any period in which collateral is inventory held for sale or

lease by a person or leased by that person as lessor and that person is in

the business of selling or leasing goods of that kind, this section does not

apply to a security interest in that collateral created by that person as

debtor.

documents, instruments, or investment property may be perfected by

filing.

2. Except as otherwise provided in subsections 3 and 4 of section 36

of this act for proceeds:

(a) A security interest in a deposit account may be perfected only by

control under section 35 of this act; (b) A security interest in a letter-of-credit right may be perfected only

by control under section 35 of this act, except as otherwise provided in

subsection 4 of section 29 of this act; and

(c) A security interest in money may be perfected only by the secured

party's taking possession under section 34 of this act.

3. While goods are in the possession of a bailee that has issued a

negotiable document covering the goods:

(a) A security interest in the goods may be perfected by perfecting a

security interest in the document; and

(b) A security interest perfected in the document has priority over any

security interest that becomes perfected in the goods by another method

during that time.

4. While goods are in the possession of a bailee that has issued a

nonnegotiable document covering the goods, a security interest in the

goods may be perfected by:

(a) Issuance of a document in the name of the secured party;

(b) The bailee's receipt of notification of the secured party's interest;

or

(c) Filing as to the goods.

5. A security interest in certificated securities, negotiable documents,

or instruments is perfected without filing or the taking of possession for a

period of 20 days after the time it attaches to the extent that it arises for

new value given under an authenticated security agreement.

6. A perfected security interest in a negotiable document or goods in

possession of a bailee, other than one that has issued a negotiable

document for the goods, remains perfected for 20 days without filing if

the secured party makes available to the debtor the goods or documents

representing the goods for the purpose of:

(a) Ultimate sale or exchange; or

(b) Loading, unloading, storing, shipping, transshipping,

manufacturing, processing, or otherwise dealing with them in a manner

preliminary to their sale or exchange.

7. A perfected security interest in a certificated security or instrument

remains perfected for 20 days without filing if the secured party delivers

the security certificate or instrument to the debtor for the purpose of:

(a) Ultimate sale or exchange; or

(b) Presentation, collection, enforcement, renewal, or registration of

transfer.

8. After the 20-day period specified in subsection 5, 6 or 7 expires,

perfection depends upon compliance with this article.

party may perfect a security interest in negotiable documents, goods,

instruments, money, or tangible chattel paper by taking possession of the

collateral. A secured party may perfect a security interest in certificated

securities by taking delivery of the certificated securities under NRS

104.8301. 2. With respect to goods covered by a certificate of title issued by this

state, a secured party may perfect a security interest in the goods by

taking possession of the goods only in the circumstances described in

subsection 5 of section 37 of this act.

3. With respect to collateral other than certificated securities and

goods covered by a document, a secured party takes possession of

collateral in the possession of a person other than the debtor, the secured

party, or a lessee of the collateral from the debtor in the ordinary course

of the debtor's business, when:

(a) The person in possession authenticates a record acknowledging

that it holds possession of the collateral for the secured party's benefit; or

(b) The person takes possession of the collateral after having

authenticated a record acknowledging that it will hold possession of

collateral for the secured party's benefit.

4. If perfection of a security interest depends upon possession of the

collateral by a secured party, perfection occurs no earlier than the time

the secured party takes possession and continues only while he retains

possession.

5. A security interest in a certificated security in registered form is

perfected by delivery when delivery of the certificated security occurs

under NRS 104.8301 and remains perfected by delivery until the debtor

obtains possession of the security certificate.

6. A person in possession of collateral is not required to acknowledge

that it holds possession for a secured party's benefit.

7. If a person acknowledges that it holds possession for the secured

party's benefit:

(a) The acknowledgment is effective under subsection 3 or subsection

1 of NRS 104.8301, even if the acknowledgment violates the rights of a

debtor; and

(b) Unless the person otherwise agrees or law other than this article

otherwise provides, he does not owe any duty to the secured party and is

not required to confirm the acknowledgment to another person.

8. A secured party having possession of collateral does not relinquish

possession by delivering the collateral to a person other than the debtor

or a lessee of the collateral from the debtor in the ordinary course of the

debtor's business if he was instructed before the delivery or is instructed

contemporaneously with the delivery:

(a) To hold possession of the collateral for the secured party's benefit;

or

(b) To redeliver the collateral to the secured party.

9. A secured party does not relinquish possession, even if a delivery

under subsection 8 violates the rights of a debtor. A person to which

collateral is delivered under subsection 8 does not owe any duty to the

secured party and is not required to confirm the delivery to another

person unless he otherwise agrees or law other than this article otherwise

accounts, letter-of-credit rights, or electronic chattel paper may be

perfected by control of the collateral under section 5, 6, 7 or 8 of this act.

2. A security interest in deposit accounts, electronic chattel paper, or

letter-of-credit rights is perfected by control under section 5, 6, 7 or 8 of

this act when the secured party obtains control and remains perfected by

control only while the secured party retains control.

3. A security interest in investment property is perfected by control

under section 7 of this act from the time the secured party obtains control

and remains perfected by control until:

(a) The secured party does not have control; and

(b) One of the following occurs:

(1) If the collateral is a certificated security, the debtor has or

acquires possession of the security certificate;

(2) If the collateral is an uncertificated security, the issuer has

registered or registers the debtor as the registered owner; or

(3) If the collateral is a security entitlement, the debtor is or

becomes the entitlement holder.

subsection 2 of NRS 104.2403:

(a) A security interest or agricultural lien continues in collateral

notwithstanding sale, lease, license, exchange, or other disposition

thereof unless the secured party authorized the disposition free of the

security interest or agricultural lien; and

(b) A security interest attaches to any identifiable proceeds of

collateral.

2. Proceeds that are commingled with other property are identifiable

proceeds:

(a) If the proceeds are goods, to the extent provided by section 57 of

this act; and

(b) If the proceeds are not goods, to the extent that the secured party

identifies the proceeds by a method of tracing, including application of

equitable principles, that is permitted under law other than this article

with respect to commingled property of the type involved.

3. A security interest in proceeds is a perfected security interest if the

security interest in the original collateral was perfected.

4. A perfected security interest in proceeds becomes unperfected on

the 21st day after the security interest attaches to the proceeds unless:

(a) The following conditions are satisfied:

(1) A filed financing statement covers the original collateral;

(2) The proceeds are collateral in which a security interest may be

perfected by filing in the office in which the financing statement has

been filed; and

(3) The proceeds are not acquired with cash proceeds;

(b) The proceeds are identifiable cash proceeds; o

r (c) The security interest in the proceeds is perfected when the security

interest attaches to the proceeds or within 20 days thereafter.

5. If a filed financing statement covers the original collateral, a

security interest in proceeds which remains perfected under paragraph

(a) of subsection 4 becomes unperfected at the later of:

(a) When the effectiveness of the filed financing statement lapses

under section 87 of this act or is terminated under section 85 of this act;

or

(b) The 21st day after the security interest attaches to the proceeds.

jurisdiction designated in subsection 1 of section 22 of this act or

subsection 3 of section 26 of this act remains perfected until the earliest

of:

(a) The time perfection would have ceased under the law of that

jurisdiction;

(b) The expiration of 4 months after a change of the debtor's location

to another jurisdiction; or

(c) The expiration of 1 year after a transfer of collateral to a person

that thereby becomes a debtor and is located in another jurisdiction.

2. If a security interest described in subsection 1 becomes perfected

under the law of the other jurisdiction before the earliest time or event

described in that subsection, it remains perfected thereafter. If the

security interest does not become perfected under the law of the other

jurisdiction before the earliest time or event, it becomes unperfected and

is deemed never to have been perfected as against a purchaser of the

collateral for value.

3. A possessory security interest in collateral, other than goods

covered by a certificate of title and as-extracted collateral consisting of

goods, remains continuously perfected if:

(a) The collateral is located in one jurisdiction and subject to a

security interest perfected under the law of that jurisdiction;

(b) Thereafter the collateral is brought into another jurisdiction; and

(c) Upon entry into the other jurisdiction, the security interest is

perfected under the law of the other jurisdiction.

4. Except as otherwise provided in subsection 5, a security interest in

goods covered by a certificate of title which is perfected by any method

under the law of another jurisdiction when the goods become covered by

a certificate of title from this state remains perfected until the security

interest would have become unperfected under the law of the other

jurisdiction had the goods not become so covered.

5. A security interest described in subsection 4 becomes unperfected

as against a purchaser of the goods for value and is deemed never to

have been perfected as against a purchaser of the goods for value if the

applicable requirements for perfection under subsection 2 of section 32

of this act or under section 34 of this act are not satisfied before the

earlier of: (a) The time the security interest would have become unperfected

under the law of the other jurisdiction had the goods not become covered

by a certificate of title from this state; or

(b) The expiration of 4 months after the goods had become so

covered.

6. A security interest in deposit accounts, letter-of-credit rights, or

investment property which is perfected under the law of the bank's

jurisdiction, the issuer's jurisdiction, a nominated person's jurisdiction,

the securities intermediary's jurisdiction, or the commodity

intermediary's jurisdiction, as applicable, remains perfected until the

earlier of:

(a) The time the security interest would have become unperfected

under the law of that jurisdiction; or

(b) The expiration of 4 months after a change of the applicable

jurisdiction to another jurisdiction.

7. If a security interest described in subsection 6 becomes perfected

under the law of the other jurisdiction before the earlier of the time or

the end of the period described in that subsection, it remains perfected

thereafter. If the security interest does not become perfected under the

law of the other jurisdiction before the earlier of that time or the end of

that period, it becomes unperfected and is deemed never to have been

perfected as against a purchaser of the collateral for value.

subordinate to the rights of:

(a) A person entitled to priority under section 43 of this act; and

(b) A person that becomes a lien creditor before the earlier of the time

the security interest or agricultural lien is perfected or a financing

statement covering the collateral is filed.

2. Except as otherwise provided in subsection 5, a buyer, other than a

secured party, of chattel paper, documents, goods, instruments, or a

security certificate takes free of a security interest or agricultural lien if

the buyer gives value and receives delivery of the collateral without

knowledge of the security interest or agricultural lien and before it is

perfected.

3. Except as otherwise provided in subsection 5, a lessee of goods

takes free of a security interest or agricultural lien if he gives value and

receives delivery of the collateral without knowledge of the security

interest or agricultural lien and before it is perfected.

4. A licensee of a general intangible or a buyer, other than a secured

party, of accounts, general intangibles, or investment property other than

a certificated security takes free of a security interest if he gives value

without knowledge of the security interest and before it is perfected.

5. Except as otherwise provided in sections 41 and 42 of this act, if a

person files a financing statement with respect to a purchase-money

security interest before or within 20 days after the debtor receives delivery

of the collateral, the security interest takes priority over the rights of abuyer, lessee, or lien creditor which arise between the time the security

interest attaches and the time of filing.

purchasers for value of an account or chattel paper from, a debtor that

has sold an account or chattel paper, while the buyer's security interest is

unperfected, the debtor has rights and title to the account or chattel

paper identical to those the debtor sold.

purposes of determining the rights of creditors of, and purchasers for

value of goods from, a consignee, while the goods are in the possession

of the consignee, the consignee is deemed to have rights and title to the

goods identical to those the consignor had or had power to transfer.

2. For purposes of determining the rights of a creditor of a

consignee, law other than this article determines the rights and title of a

consignee while goods are in the consignee's possession if, under this

part, a perfected security interest held by the consignor would have

priority over the rights of the creditor.

the ordinary course of business, other than a person buying farm

products from a person engaged in farming operations, takes free of a

security interest created by the buyer's seller, even if the security interest

is perfected and the buyer knows of its existence.

2. Except as otherwise provided in subsection 5, a buyer of goods

from a person who used or bought the goods for use primarily for

personal, family, or household purposes takes free of a security interest,

even if perfected, if he buys:

(a) Without knowledge of the security interest;

(b) For value;

(c) Primarily for his personal, family, or household purposes; and

(d) Before the filing of a financing statement covering the goods.

3. To the extent that it affects the priority of a security interest over a

buyer of goods under subsection 2, the period of effectiveness of a filing

made in the jurisdiction in which the seller is located is governed by

subsections 1 and 2 of section 37 of this act.

4. A buyer in the ordinary course of business buying oil, gas, or

other minerals at the wellhead or minehead or after extraction takes free

of an interest arising out of an encumbrance.

5. Subsections 1 and 2 do not affect a security interest in goods in the

possession of the secured party under section 34 of this act.

business" means a person that becomes a licensee of a general intangible

in good faith, without knowledge that the license violates the rights of

another person in the general intangible, and in the ordinary course

from a person in the business of licensing general intangibles of that

kind. A person becomes a licensee in the ordinary course if the license to

him comports with the usual or customary practices in the kind ofbusiness in which the licensor is engaged or with the licensor's own

usual or customary practices.

2. A licensee in the ordinary course of business takes his rights under

a nonexclusive license free of a security interest in the general intangible

created by the licensor, even if the security interest is perfected and he

knows of its existence.

3. A lessee in the ordinary course of business takes his leasehold

interest free of a security interest in the goods created by the lessor, even

if the security interest is perfected and he knows of its existence.

among conflicting security interests and agricultural liens in the same

collateral is determined according to the following rules:

(a) Conflicting perfected security interests and agricultural liens rank

according to priority in time of filing or perfection. Priority dates from

the earlier of the time a filing covering the collateral is first made or the

security interest or agricultural lien is first perfected, if there is no period

thereafter when there is neither filing nor perfection.

(b) A perfected security interest or agricultural lien has priority over a

conflicting unperfected security interest or agricultural lien.

(c) The first security interest or agricultural lien to attach or become

effective has priority if conflicting security interests and agricultural

liens are unperfected.

2. For the purposes of paragraph (a) of subsection 1:

(a) The time of filing or perfection as to a security interest in

collateral is also the time of filing or perfection as to a security interest in

proceeds; and

(b) The time of filing or perfection as to a security interest in

collateral supported by a supporting obligation is also the time of filing

or perfection as to a security interest in the supporting obligation.

3. Except as otherwise provided in subsection 6, a security interest in

collateral which qualifies for priority over a conflicting security interest

under section 48, 49, 50, 51 or 52 of this act also has priority over a

conflicting security interest in:

(a) Any supporting obligation for the collateral; and

(b) Proceeds of the collateral if:

(1) The security interest in proceeds is perfected;

(2) The proceeds are cash proceeds or of the same type as the

collateral; and

(3) In the case of proceeds that are proceeds of proceeds, all

intervening proceeds are cash proceeds, proceeds of the same type as the

collateral, or an account relating to the collateral.

4. Subject to subsection 5 and except as otherwise provided in

subsection 6, if a security interest in chattel paper, deposit accounts,

negotiable documents, instruments, investment property, or letter-of-

credit rights is perfected by a method other than filing, conflictingperfected security interests in proceeds of the collateral rank according to

priority in time of filing.

5. Subsection 4 applies only if the proceeds of the collateral are not

cash proceeds, chattel paper, negotiable documents, instruments,

investment property, or letter-of-credit rights.

6. Subsections 1 to 5, inclusive, are subject to:

(a) Subsection 7 and the other provisions of this part;

(b) NRS 104.4210 with respect to a security interest of a collecting

bank;

(c) NRS 104.5118 with respect to a security interest of an issuer or

nominated person; and

(d) Section 11 of this act with respect to a security interest arising

under Article 2 or 2A.

7. A perfected agricultural lien on collateral has priority over a

conflicting security interest in or agricultural lien on the same collateral

if the statute creating the agricultural lien so provides.

purposes of determining the priority of a perfected security interest under

subsection 1 of section 43 of this act, perfection of the security interest

dates from the time an advance is made to the extent that the security

interest secures an advance that:

(a) Is made while the security interest is perfected only:

(1) Under section 30 of this act when it attaches; or

(2) Temporarily under subsection 5, 6, or 7 of section 33 of this act;

and

(b) Is not made pursuant to a commitment entered into before or

while the security interest is perfected by a method other than under

section 30 of this act or subsection 5, 6 or 7 of section 33 of this act.

2. Except as otherwise provided in subsection 3, a security interest is

subordinate to the rights of a person that becomes a lien creditor while

the security interest is perfected only to the extent that it secures advances

made more than 45 days after he becomes a lien creditor unless the

advance is made:

(a) Without knowledge of the lien; or

(b) Pursuant to a commitment entered into without knowledge of the

lien.

3. Subsections 1 and 2 do not apply to a security interest held by a

secured party that is a buyer of accounts, chattel paper, payment

intangibles, or promissory notes or a consignor.

4. Except as otherwise provided in subsection 5, a buyer of goods

other than a buyer in the ordinary course of business takes free of a

security interest to the extent that it secures advances made after the

earlier of:

(a) The time the secured party acquires knowledge of the buyer's

purchase; or

(b) Forty-five days after the purchase

. 5. Subsection 4 does not apply if the advance is made pursuant to a

commitment entered into without knowledge of the buyer's purchase and

before the expiration of the 45-day period.

6. Except as otherwise provided in subsection 7, a lessee of goods,

other than a lessee in ordinary course of business, takes the leasehold

free of a security interest to the extent that it secures advances made after

the earlier of:

(a) The time the secured party acquires knowledge of the lease; or

(b) Forty-five days after the lease contract becomes enforceable.

7. Subsection 6 does not apply if the advance is made pursuant to a

commitment entered into without knowledge of the lease and before the

expiration of the 45-day period.

provided in subsection 7, a perfected purchase-money security interest in

inventory has priority over a conflicting security interest in the same

inventory, has priority over a conflicting security interest in chattel paper

or an instrument constituting proceeds of the inventory and in proceeds

of the chattel paper, if so provided in section 51 of this act, and, except as

otherwise provided in section 48 of this act, also has priority in

identifiable cash proceeds of the inventory to the extent the identifiable

cash proceeds are received on or before the delivery of the inventory to a

buyer, if:

(a) The purchase-money security interest is perfected when the debtor

receives possession of the inventory;

(b) The purchase-money secured party sends an authenticated

notification to the holder of the conflicting security interest;

(c) The holder of the conflicting security interest receives the

notification within 5 years before the debtor receives possession of the

inventory; and

(d) The notification states that the person sending the notification has

or expects to acquire a purchase-money security interest in inventory of

the debtor and describes the inventory.

2. Paragraphs (b), (c) and (d) of subsection 1 apply only if the holder

of the conflicting security interest had filed a financing statement

covering the same types of inventory:

(a) If the purchase-money security interest is perfected by filing,

before the date of the filing; or

(b) If the purchase-money security interest is temporarily perfected

without filing or possession under subsection 6 of section 33 of this act,

before the beginning of the 20-day period thereunder.

3. Subject to subsection 5 and except as otherwise provided in

subsection 7, a perfected purchase-money security interest in livestock

that are farm products has priority over a conflicting security interest in

the same livestock, and, except as otherwise provided in section 48 of this

act, a perfected security interest in their identifiable proceeds and

identifiable products in their unmanufactured states also has priority, if: (a) The purchase-money security interest is perfected when the debtor

receives possession of the livestock;

(b) The purchase-money secured party sends an authenticated

notification to the holder of the conflicting security interest;

(c) The holder of the conflicting security interest receives the

notification within 6 months before the debtor receives possession of the

livestock; and

(d) The notification states that the person sending the notification has

or expects to acquire a purchase-money security interest in livestock of

the debtor and describes the livestock.

4. Paragraphs (b), (c) and (d) of subsection 3 apply only if the holder

of the conflicting security interest had filed a financing statement

covering the same types of livestock:

(a) If the purchase-money security interest is perfected by filing,

before the date of the filing; or

(b) If the purchase-money security interest is temporarily perfected

without filing or possession under subsection 6 of section 33 of this act,

before the beginning of the 20-day period thereunder.

5. Except as otherwise provided in subsection 7, a perfected

purchase-money security interest in goods other than inventory or

livestock has priority over a conflicting security interest in the same

goods, and, except as otherwise provided in section 48 of this act, a

perfected security interest in its identifiable proceeds also has priority, if

the purchase-money security interest is perfected when the debtor

receives possession of the collateral or within 20 days thereafter.

6. Except as otherwise provided in subsection 7, a perfected

purchase-money security interest in software has priority over a

conflicting security interest in the same collateral, and, except as

otherwise provided in section 48 of this act, a perfected security interest

in its identifiable proceeds also has priority, to the extent that the

purchase-money security interest in the goods in which the software was

acquired for use has priority in the goods and proceeds of the goods

under this section.

7. If more than one security interest qualifies for priority in the same

collateral under subsection 1, 3, 5 or 6:

(a) A security interest securing an obligation incurred as all or part of

the price of the collateral has priority over a security interest securing an

obligation incurred for value given to enable the debtor to acquire rights

in or the use of collateral; and

(b) In all other cases, subsection 1 of section 43 of this act applies to

the qualifying security interests.

interest created by a debtor is subordinate to a security interest in the

same collateral created by another person if:

(a) The debtor acquired the collateral subject to the security interest

created by the other person; (b) The security interest created by the other person was perfected

when the debtor acquired the collateral; and

(c) There is no period thereafter when the security interest is

unperfected.

2. Subsection 1 subordinates a security interest only if the security

interest:

(a) Otherwise would have priority solely under subsection 1 of section

43 of this act or section 45 of this act; or

(b) Arose solely under subsection 3 of NRS 104.2711 or subsection 5

of NRS 104A.2508.

new debtor which is perfected by a filed financing statement that is

effective solely under section 80 of this act in collateral in which a new

debtor has or acquires rights is subordinate to a security interest in the

same collateral which is perfected other than by a filed financing

statement that is effective solely under that section.

2. The other provisions of this part determine the priority among

conflicting security interests in the same collateral perfected by filed

financing statements that are effective solely under section 80 of this act.

However, if the security agreements to which a new debtor became

bound as debtor were not entered into by the same original debtor, the

conflicting security interests rank according to priority in time of the new

debtor's having become bound.

security interests in the same deposit account:

1. A security interest held by a secured party having control of the

deposit account under section 5 of this act has priority over a conflicting

security interest held by a secured party that does not have control.

2. Except as otherwise provided in subsections 3 and 4, security

interests perfected by control under section 35 of this act rank according

to priority in time of obtaining control.

3. Except as otherwise provided in subsection 4, a security interest

held by the bank with which the deposit account is maintained has

priority over a conflicting security interest held by another secured party.

4. A security interest perfected by control under paragraph (c) of

subsection 1 of section 5 of this act has priority over a security interest

held by the bank with which the deposit account is maintained.

security interests in the same investment property:

1. A security interest held by a secured party having control of

investment property under section 7 of this act has priority over a security

interest held by a secured party that does not have control of the

investment property.

2. A security interest in a certificated security in registered form

which is perfected by taking delivery under subsection 1 of section 34 ofthis act and not by control under section 35 of this act has priority over a

conflicting security interest perfected by a method other than control.

3. Except as otherwise provided in subsections 4 and 5, conflicting

security interests held by secured parties each of which has control under

section 7 of this act rank according to priority in time of:

(a) If the collateral is a security, obtaining control;

(b) If the collateral is a security entitlement carried in a securities

account:

(1) The secured party's becoming the person for which the

securities account is maintained, if the secured party obtained control

under paragraph (a) of subsection 4 of NRS 104.8106;

(2) The securities intermediary's agreement to comply with the

secured party's entitlement orders with respect to security entitlements

carried or to be carried in the securities account, if the secured party

obtained control under paragraph (b) of that subsection; or

(3) If the secured party obtained control through another person

under paragraph (c) of that subsection, the time on which priority would

be based under this paragraph if the other person were the secured party;

or

(c) If the collateral is a commodity contract carried with a commodity

intermediary, the satisfaction of the requirement for control specified in

paragraph (b) of subsection 2 of section 7 of this act with respect to

commodity contracts carried or to be carried with the commodity

intermediary.

4. A security interest held by a securities intermediary in a security

entitlement or a securities account maintained with the securities

intermediary has priority over a conflicting security interest held by

another secured party.

5. A security interest held by a commodity intermediary in a

commodity contract or a commodity account maintained with the

commodity intermediary has priority over a conflicting security interest

held by another secured party.

6. Conflicting security interests granted by a broker, securities

intermediary, or commodity intermediary which are perfected without

control under section 7 of this act rank equally.

7. In all other cases, priority among conflicting security interests in

investment property is governed by sections 43 and 44 of this act.

security interests in the same letter-of-credit right:

1. A security interest held by a secured party having control of the

letter-of-credit right under section 8 of this act has priority to the extent

of its control over a conflicting security interest held by a secured party

that does not have control.

2. Security interests perfected by control under section 35 of this act

interest in the chattel paper which is claimed merely as proceeds of

inventory subject to a security interest if:

(a) In good faith and in the ordinary course of the purchaser's

business, the purchaser gives new value and takes possession of the

chattel paper or obtains control of the chattel paper under section 6 of

this act; and

(b) The chattel paper does not indicate that it has been assigned to an

identified assignee other than the purchaser.

2. A purchaser of chattel paper has priority over a security interest in

the chattel paper which is claimed other than merely as proceeds of

inventory subject to a security interest if the purchaser gives new value

and takes possession of the chattel paper or obtains control of the chattel

paper under section 6 of this act in good faith, in the ordinary course of

the purchaser's business, and without knowledge that the purchase

violates the rights of the secured party.

3. Except as otherwise provided in section 48 of this act, a purchaser

having priority in chattel paper under subsection 1 or 2 also has priority

in proceeds of the chattel paper to the extent that:

(a) Section 43 of this act provides for priority in the proceeds; or

(b) The proceeds consist of the specific goods covered by the chattel

paper or cash proceeds of the specific goods, even if the purchaser's

security interest in the proceeds is unperfected.

4. Except as otherwise provided in subsection 1 of section 52 of this

act, a purchaser of an instrument has priority over a security interest in

the instrument perfected by a method other than possession if the

purchaser gives value and takes possession of the instrument in good

faith and without knowledge that the purchase violates the rights of the

secured party.

5. For purposes of subsections 1 and 2, the holder of a purchase

-money security interest in inventory gives new value for chattel paper

constituting proceeds of the inventory.

6. For purposes of subsections 2 and 4, if chattel paper or an

instrument indicates that it has been assigned to an identified secured

party other than the purchaser, a purchaser of the chattel paper or

instrument has knowledge that the purchase violates the rights of the

secured party.

course of a negotiable instrument, a holder to which a negotiable

document of title has been duly negotiated, or a protected purchaser of a

security. These holders or purchasers take priority over an earlier

security interest, even if perfected, to the extent provided in Articles 3, 7

and 8.

2. This article does not limit the rights of or impose liability on a

person to the extent that the person is protected against the assertion of

an adverse claim under Article 8. 3. Filing under this article does not constitute notice of a claim or

defense to the holders, or purchasers, or persons described in subsections

1 and 2.

security interest unless the transferee acts in collusion with the debtor in

violating the rights of the secured party.

2. A transferee of funds from a deposit account takes the funds free

of a security interest in the deposit account unless the transferee acts in

collusion with the debtor in violating the rights of the secured party.

other than a security interest or an agricultural lien:

(a) Which secures payment or performance of an obligation for

services or materials furnished with respect to goods by a person in the

ordinary course of his business;

(b) Which is created by statute or rule of law in his favor; and

(c) Whose effectiveness depends on his possession of the goods.

2. A possessory lien on goods has priority over a security interest in

the goods unless the lien is created by a statute that expressly provides

otherwise.

goods that are fixtures or may continue in goods that become fixtures. A

security interest does not exist under this article in ordinary building

materials incorporated into an improvement on land.

2. This article does not prevent creation of an encumbrance upon

fixtures under real property law.

3. In cases not governed by subsections 4 to 8, inclusive, a security

interest in fixtures is subordinate to a conflicting interest of an

encumbrancer or owner of the related real property other than the

debtor.

4. Except as otherwise provided in subsection 8, a perfected security

interest in fixtures has priority over a conflicting interest of an

encumbrancer or owner of the real property if the debtor has an interest

of record in or is in possession of the real property and:

(a) The security interest is a purchase-money security interest;

(b) The interest of the encumbrancer or owner arises before the goods

become fixtures; and

(c) The security interest is perfected by a fixture filing before the

goods become fixtures or within 20 days thereafter.

5. A perfected security interest in fixtures has priority over a

conflicting interest of an encumbrancer or owner of the real property if:

(a) The debtor has an interest of record in the real property or is in

possession of the real property and the security interest:

(1) Is perfected by a fixture filing before the interest of the

encumbrancer or owner is of record; and

(2) Has priority over any conflicting interest of a predecessor in title

of the encumbrancer or owner; (b) Before the goods become fixtures, the security interest is perfected

by any method permitted by this article and the fixtures are readily

removable:

(1) Factory or office machines;

(2) Equipment that is not primarily used or leased for use in the

operation of the real property; or

(3) Replacements of domestic appliances that are consumer goods;

(c) The conflicting interest is a lien on the real property obtained by

legal or equitable proceedings after the security interest was perfected by

any method permitted by this article; or

(d) The security interest is:

(1) Created in a manufactured home in a manufactured-home

transaction; and

(2) Perfected pursuant to a statute described in paragraph (b) of

subsection 1 of section 32 of this act.

6. A security interest in fixtures, whether or not perfected, has

priority over a conflicting interest of an encumbrancer or owner of the

real property if:

(a) The encumbrancer or owner has, in an authenticated record,

consented to the security interest or disclaimed an interest in the goods as

fixtures; or

(b) The debtor has a right to remove the goods as against the

encumbrancer or owner.

7. The priority of the security interest under subsection 6 continues

for a reasonable time if the debtor's right to remove the goods as against

the encumbrancer or owner terminates.

8. A mortgage is a construction mortgage to the extent that it secures

an obligation incurred for the construction of an improvement on land,

including the acquisition cost of the land, if the recorded record so

indicates. Except as otherwise provided in subsections 5 and 6, a security

interest in fixtures is subordinate to a construction mortgage recorded

before the goods become fixtures if the goods become fixtures before the

completion of the construction. A mortgage has this priority to the same

extent as a construction mortgage to the extent that it is given to

refinance a construction mortgage.

9. A perfected security interest in crops growing on real property has

priority over a conflicting interest of an encumbrancer or owner of the

real property if the debtor has an interest of record in or is in possession

of the real property.

continues in collateral that becomes an accession.

2. If a security interest is perfected when the collateral becomes an

accession, the security interest remains perfected in the collateral.

3. Except as otherwise provided in subsection 4, the other provisions

of this part determine the priority of a security interest in an accession. 4. A security interest in an accession is subordinate to a security

interest in the whole which is perfected by compliance with the

requirements of a certificate-of-title statute under subsection 2 of section

32 of this act.

5. After default, subject to part 6, a secured party may remove an

accession from other goods if the security interest in the accession has

priority over the claims of every person having an interest in the whole.

6. A secured party that removes an accession from other goods under

subsection 5 shall promptly reimburse any holder of a security interest or

other lien on, or owner of, the whole or of the other goods, other than the

debtor, for the cost of repair of any physical injury to the whole or the

other goods. The secured party need not reimburse the holder or owner

for any diminution in value of the whole or the other goods caused by the

absence of the accession removed or by any necessity for replacing it. A

person entitled to reimbursement may refuse permission to remove until

the secured party gives adequate assurance for the performance of the

obligation to reimburse.

are physically united with other goods in such a manner that their

identity is lost in a product or mass.

2. A security interest does not exist in commingled goods as such.

However, a security interest may attach to a product or mass that results

when goods become commingled goods.

3. If collateral becomes commingled goods, a security interest

attaches to the product or mass.

4. If a security interest in collateral is perfected before the collateral

becomes commingled goods, the security interest that attaches to the

product or mass under subsection 3 is perfected.

5. Except as otherwise provided in subsection 6, the other provisions

of this part determine the priority of a security interest that attaches to

the product or mass under subsection 3.

6. If more than one security interest attaches to the product or mass

under subsection 3, the following rules determine priority:

(a) A security interest that is perfected under subsection 4 has priority

over a security interest that is unperfected at the time the collateral

becomes commingled goods.

(b) If more than one security interest is perfected under subsection 4,

the security interests rank equally in proportion to value of the collateral

at the time it became commingled goods.

method under the law of another jurisdiction, this state issues a

certificate of title that does not show that the goods are subject to the

security interest or contain a statement that they may be subject to

security interests not shown on the certificate:

1. A buyer of the goods, other than a person in the business of selling

goods of that kind, takes free of the security interest if the buyer givesvalue and receives delivery of the goods after issuance of the certificate

and without knowledge of the security interest; and

2. The security interest is subordinate to a conflicting security

interest in the goods that attaches, and is perfected under subsection 2 of

section 32 of this act, after issuance of the certificate and without the

conflicting secured party's knowledge of the security interest.

filed financing statement providing information described in paragraph

(e) of subsection 2 of section 88 of this act which is incorrect at the time

the financing statement is filed:

1. The security interest or agricultural lien is subordinate to a

conflicting perfected security interest in the collateral to the extent that

the holder of the conflicting security interest gives value in reasonable

reliance upon the incorrect information; and

2. A purchaser, other than a secured party, of the collateral takes

free of the security interest or agricultural lien to the extent that, in

reasonable reliance upon the incorrect information, the purchaser gives

value and, in the case of chattel paper, documents, goods, instruments, or

a security certificate, receives delivery of the collateral.

by a person entitled to priority.

with which a deposit account is maintained may exercise any right of

recoupment or set-off against a secured party that holds a security

interest in the deposit account.

2. Except as otherwise provided in subsection 3, the application of

this article to a security interest in a deposit account does not affect a

right of recoupment or set-off of the secured party as to a deposit account

maintained with the secured party.

3. The exercise by a bank of a set-off against a deposit account is

ineffective against a secured party that holds a security interest in the

deposit account which is perfected by control under paragraph (c) of

subsection 1 of section 5 of this act, if the set-off is based on a claim

against the debtor.

of this act, and unless the bank otherwise agrees in an authenticated

record, a bank's rights and duties with respect to a deposit account

maintained with the bank are not terminated, suspended, or modified by:

1. The creation, attachment, or perfection of a security interest in the

deposit account;

2. The bank's knowledge of the security interest; or

3. The bank's receipt of instructions from the secured party.

agreement of the kind described in paragraph (b) of subsection 1 of

section 5 of this act, even if its customer so requests or directs. A bank

that has entered into such an agreement is not required to confirm theexistence of the agreement to another person unless requested to do so by

its customer.

sections 7, 8, 9 and 10 of this act, whether a debtor's rights in collateral

may be voluntarily or involuntarily transferred is governed by law other

than this article.

2. An agreement between the debtor and secured party which

prohibits a transfer of the debtor's rights in collateral or makes the

transfer a default does not prevent the transfer from taking effect.

authority given to a debtor to dispose of or use collateral, without more,

does not impose upon a secured party liability in contract or tort for the

debtor's acts or omissions.

subsection 1 of NRS 104.3303.

2. Except as otherwise provided in this section, an agreement

between an account debtor and an assignor not to assert against an

assignee any claim or defense that the account debtor may have against

the assignor is enforceable by an assignee that takes an assignment:

(a) For value;

(b) In good faith;

(c) Without notice of a claim of a property or possessory right to the

property assigned; and

(d) Without notice of a defense or claim in recoupment of the type that

may be asserted against a person entitled to enforce a negotiable

instrument under subsection 1 of NRS 104.3305.

3. An agreement described in subsection 2 is not enforceable with

respect to defenses of a type that may be asserted against a holder in due

course of a negotiable instrument under subsection 2 of NRS 104.3305.

4. In a consumer transaction, if a record evidences the account

debtor's obligation, law other than this article requires that the record

include a statement to the effect that the rights of an assignee are subject

to claims or defenses that the account debtor could assert against the

original obligee, and the record does not include such a statement:

(a) The record has the same effect as if the record included such a

statement; and

(b) The account debtor may assert against an assignee those claims

and defenses that would have been available if the record included such

a statement.

5. This section is subject to law other than this article which

establishes a different rule for an account debtor who is a natural person

and who incurred the obligation primarily for personal, family, or

household purposes.

6. Except as otherwise provided in subsection 4, this section does not

displace law other than this article which gives effect to an agreement by

agreement not to assert defenses or claims, and subject to subsections 2

to 5, inclusive, the rights of an assignee are subject to:

(a) All terms of the agreement between the account debtor and

assignor and any defense or claim in recoupment arising from the

transaction that gave rise to the contract; and

(b) Any other defense or claim of the account debtor against the

assignor which accrues before the account debtor receives a notification

of the assignment authenticated by the assignor or the assignee.

2. Subject to subsection 3 and except as otherwise provided in

subsection 4, the claim of an account debtor against an assignor may be

asserted against an assignee under subsection 1 only to reduce the

amount the account debtor owes.

3. This section is subject to law other than this article which

establishes a different rule for an account debtor who is a natural person

and who incurred the obligation primarily for personal, family, or

household purposes.

4. In a consumer transaction, if a record evidences the account

debtor's obligation, law other than this article requires that the record

include a statement to the effect that the account debtor's recovery

against an assignee with respect to claims and defenses against the

assignor may not exceed amounts paid by the account debtor under the

record, and the record does not include such a statement, the extent to

which a claim of an account debtor against the assignor may be asserted

against an assignee is determined as if the record included such a

statement.

5. This section does not apply to an assignment of a health-care

-insurance receivable.

contract is effective against an assignee if made in good faith. The

assignee acquires corresponding rights under the modified or substituted

contract. The assignment may provide that the modification or

substitution is a breach of contract by the assignor. This subsection is

subject to subsections 2, 3 and 4.

2. Subsection 1 applies to the extent that:

(a) The right to payment or a part thereof under an assigned contract

has not been fully earned by performance; or

(b) The right to payment or a part thereof has been fully earned by

performance and the account debtor has not received notification of the

assignment under subsection 1 of section 69 of this act.

3. This section is subject to law other than this article which

establishes a different rule for an account debtor who is a natural person

and who incurred the obligation primarily for personal, family, or

household purposes.

4. This section does not apply to an assignment of a health-care

debtor on an account, chattel paper, or a payment intangible may

discharge its obligation by paying the assignor until, but not after, the

account debtor receives a notification, authenticated by the assignor or

the assignee, that the amount due or to become due has been assigned

and that payment is to be made to the assignee. After receipt of the

notification, the account debtor may discharge its obligation by paying

the assignee and may not discharge the obligation by paying the

assignor.

2. Subject to subsection 8, notification is ineffective under subsection

1:

(a) If it does not reasonably identify the rights assigned;

(b) To the extent that an agreement between an account debtor and a

seller of a payment intangible limits the account debtor's duty to pay a

person other than the seller and the limitation is effective under law

other than this article; or

(c) At the option of an account debtor, if the notification notifies the

account debtor to make less than the full amount of any installment or

other periodic payment to the assignee, even if:

(1) Only a portion of the account, chattel paper, or general

intangible has been assigned to that assignee;

(2) A portion has been assigned to another assignee; or

(3) The account debtor knows that the assignment to that assignee

is limited.

3. Subject to subsection 8, if requested by the account debtor, an

assignee shall seasonably furnish reasonable proof that the assignment

has been made. Unless the assignee complies, the account debtor may

discharge its obligation by paying the assignor, even if the account

debtor has received a notification under subsection 1.

4. Except as otherwise provided in subsection 5 and NRS 104A.2303

and section 70 of this act, and subject to subsection 8, a term in an

agreement between an account debtor and an assignor or in a promissory

note is ineffective to the extent that it:

(a) Prohibits, restricts, or requires the consent of the account debtor

or person obligated on the promissory note to the assignment or transfer

of, or the creation, attachment, perfection, or enforcement of a security

interest in, the account, chattel paper, payment intangible, or promissory

note; or

(b) Provides that the creation, attachment, perfection, or enforcement

of the security interest may give rise to a default, breach, right of

recoupment, claim, defense, termination, right of termination, or remedy

under the account, chattel paper, payment intangible, or promissory note.

5. Subsection 4 does not apply to the sale of a payment intangible or

promissory note.

6. Subject to subsections 7 and 8, a rule of law, statute, or regulation,

that prohibits, restricts, or requires the consent of a government,governmental body or official, or account debtor to the assignment or

transfer of, or creation of a security interest in, an account or chattel

paper is ineffective to the extent that the rule of law, statute, or

regulation:

(a) Prohibits, restricts, or requires the consent of the government,

governmental body or official, or account debtor to the assignment or

transfer of, or the creation, attachment, perfection, or enforcement of a

security interest in, the account or chattel paper; or

(b) Provides that the creation, attachment, perfection, or enforcement

of the security interest may give rise to a default, breach, right of

recoupment, claim, defense, termination, right of termination, or remedy

under the account or chattel paper.

7. Subject to subsection 8, an account debtor may not waive or vary

its option under paragraph (c) of subsection 2.

8. This section is subject to law other than this article which

establishes a different rule for an account debtor who is an individual

and who incurred the obligation primarily for personal, family, or

household purposes.

9. This section does not apply to an assignment of a health-care

-insurance receivable.

a lease agreement is ineffective to the extent that it:

(a) Prohibits, restricts, or requires the consent of a party to the lease to

the creation, attachment, perfection, or enforcement of a security interest

in an interest of a party under the lease contract or in the lessor's

residual interest in the goods; or

(b) Provides that the creation, attachment, perfection, or enforcement

of the security interest may give rise to a default, breach, right of

recoupment, claim, defense, termination, right of termination, or remedy

under the lease.

2. Except as otherwise provided in subsection 7 of NRS 104A.2303, a

term described in paragraph (b) of subsection 1 is effective to the extent

that there is:

(a) A transfer by the lessee of the lessee's right of possession or use of

the goods in violation of the term; or

(b) A delegation of a material performance of either party to the lease

contract in violation of the term.

3. The creation, attachment, perfection, or enforcement of a security

interest in the lessor's interest under the lease contract or the lessor's

residual interest in the goods is not a transfer that materially impairs the

lessee's prospect of obtaining return performance or materially changes

the duty of or materially increases the burden or risk imposed on the

lessee within the purview of subsection 4 of NRS 104A.2303 unless, and

then only to the extent that, enforcement results in a delegation of a

material performance of the lessor. Even in that event, the creation,attachment, perfection, and enforcement of the security interest remain

effective.

a promissory note or in an agreement between an account debtor and a

debtor which relates to a health-care-insurance receivable or a general

intangible, including a contract, permit, license, or franchise, and

prohibits, restricts, or requires the consent of the person obligated on the

promissory note or the account debtor to, the assignment or transfer of,

or creation, attachment, or perfection of a security interest in, the

promissory note, health-care-insurance receivable, or general intangible,

is ineffective to the extent that the term:

(a) Would impair the creation, attachment, or perfection of a security

interest; or

(b) Provides that the creation, attachment, or perfection of the security

interest may give rise to a default, breach, right of recoupment, claim,

defense, termination, right of termination, or remedy under the

promissory note, health-care-insurance receivable, or general intangible.

2. Subsection 1 applies to a security interest in a payment intangible

or promissory note only if the security interest arises out of a sale of the

payment intangible or promissory note.

3. A rule of law, statute, or regulation that prohibits, restricts, or

requires the consent of a government, governmental body or official,

person obligated on a promissory note, or account debtor to the

assignment or transfer of, or creation of a security interest in, a

promissory note, health-care-insurance receivable, or general intangible,

including a contract, permit, license, or franchise between an account

debtor and a debtor, is ineffective to the extent that the rule of law,

statute, or regulation:

(a) Would impair the creation, attachment, or perfection of a security

interest; or

(b) Provides that the creation, attachment, or perfection of the security

interest may give rise to a default, breach, right of recoupment, claim,

defense, termination, right of termination, or remedy under the

promissory note, health-care-insurance receivable, or general intangible.

4. To the extent that a term in a promissory note or in an agreement

between an account debtor and a debtor which relates to a health-care-

insurance receivable or general intangible or a rule of law, statute, or

regulation described in subsection 3 would be effective under law other

than this article but is ineffective under subsection 1 or 3, the creation,

attachment, or perfection of a security interest in the promissory note,

health-care-insurance receivable, or general intangible:

(a) Is not enforceable against the person obligated on the promissory

note or the account debtor;

(b) Does not impose a duty or obligation on the person obligated on

the promissory note or the account debtor; (c) Does not require the person obligated on the promissory note or

the account debtor to recognize the security interest, pay or render

performance to the secured party, or accept payment or performance

from the secured party;

(d) Does not entitle the secured party to use or assign the debtor's

rights under the promissory note, health-care-insurance receivable, or

general intangible, including any related information or materials

furnished to the debtor in the transaction giving rise to the promissory

note, health-care-insurance receivable, or general intangible;

(e) Does not entitle the secured party to use, assign, possess, or have

access to any trade secrets or confidential information of the person

obligated on the promissory note or the account debtor; and

(f) Does not entitle the secured party to enforce the security interest in

the promissory note, health-care-insurance receivable, or general

intangible.

regulation, custom, or practice applicable to the letter of credit which

prohibits, restricts, or requires the consent of an applicant, issuer, or

nominated person to a beneficiary's assignment of or creation of a

security interest in a letter-of-credit right is ineffective to the extent that

the term or rule of law, statute, regulation, custom, or practice:

(a) Would impair the creation, attachment, or perfection of a security

interest in the letter-of-credit right; or

(b) Provides that the creation, attachment, or perfection of the security

interest may give rise to a default, breach, right of recoupment, claim,

defense, termination, right of termination, or remedy under the letter-of-

credit right.

2. To the extent that a term in a letter of credit is ineffective under

subsection 1 but would be effective under law other than this article or a

custom or practice applicable to the letter of credit, to the transfer of a

right to draw or otherwise demand performance under the letter of credit,

or to the assignment of a right to proceeds of the letter of credit, the

creation, attachment, or perfection of a security interest in the letter-of-

credit right:

(a) Is not enforceable against the applicant, issuer, nominated person,

or transferee beneficiary;

(b) Imposes no duties or obligations on the applicant, issuer,

nominated person, or transferee beneficiary; and

(c) Does not require the applicant, issuer, nominated person, or

transferee beneficiary to recognize the security interest, pay or render

performance to the secured party, or accept payment or other

performance from the secured party.

of this state governs perfection of a security interest or agricultural lien,

the office in which to file a financing statement to perfect the security

interest or agricultural lien is: (a) The office designated for the filing or recording of a mortgage on

the real property, if:

(1) The collateral is as-extracted collateral or timber to be cut; or

(2) The financing statement is filed as a fixture filing and the

collateral is goods that are or are to become fixtures; or

(b) The office of the secretary of state in all other cases, including a

case in which the collateral is goods that are or are to become fixtures

and the financing statement is not filed as a fixture filing.

2. The office in which to file a financing statement to perfect a

security interest in collateral, including fixtures, of a transmitting utility

is the office of the secretary of state or the county recorder of the

appropriate county, as determined pursuant to chapter 105 of NRS. The

financing statement also constitutes a fixture filing as to the collateral

indicated in the financing statement which is or is to become fixtures.

sufficient only if it:

(a) Provides the name of the debtor;

(b) Provides the name of the secured party or a representative of the

secured party; and

(c) Indicates the collateral covered by the financing statement.

2. Except as otherwise provided in subsection 2 of section 73 of this

act, to be sufficient, a financing statement that covers as-extracted

collateral or timber to be cut, or which is filed as a fixture filing and

covers goods that are or are to become fixtures, must satisfy subsection 1

and also:

(a) Indicate that it covers this type of collateral;

(b) Indicate that it is to be filed for record in the real property records;

(c) Provide a description of the real property to which the collateral is

related sufficient to give constructive notice of the mortgage under the

law of this state if the description were contained in a mortgage of the

real property; and

(d) If the debtor does not have an interest of record in the real

property, provide the name of a record owner.

3. A record of a mortgage is effective, from the date of recording, as

a financing statement filed as a fixture filing or as a financing statement

covering as-extracted collateral or timber to be cut only if:

(a) The record indicates the goods or accounts that it covers;

(b) The goods are or are to become fixtures related to the real property

described in the mortgage or the collateral is related to the real property

described in the mortgage and is as-extracted collateral or timber to be

cut;

(c) The record satisfies the requirements for a financing statement in

this section other than an indication that it is to be filed in the real

property records; and

(d) The mortgage is recorded

. 4. A financing statement may be filed before a security agreement is

made or a security interest otherwise attaches.

the debtor:

(a) If the debtor is a registered organization, only if the financing

statement provides the name of the debtor indicated on the public record

of the debtor's jurisdiction of organization which shows the debtor to

have been organized;

(b) If the debtor is a decedent's estate, only if the financing statement

provides the name of the decedent and indicates that the debtor is an

estate;

(c) If the debtor is a trust or a trustee acting with respect to property

held in trust, only if the financing statement:

(1) Provides the name specified for the trust in its organic

documents or, if no name is specified, provides the name of the settlor

and additional information sufficient to distinguish the debtor from other

trusts having one or more of the same settlors; and

(2) Indicates, in the debtor's name or otherwise, that the debtor is a

trust or is a trustee acting with respect to property held in trust; and

(d) In other cases:

(1) If the debtor has a name, only if it provides the name of the

debtor as a natural person or an organization; and

(2) If the debtor does not have a name, only if it provides the names

of the partners, members, associates, or other persons comprising the

debtor.

2. A financing statement that provides the name of the debtor in

accordance with subsection 1 is not rendered ineffective by the absence

of:

(a) A trade name or other name of the debtor; or

(b) Unless required under subparagraph (2) of paragraph (d) of

subsection 1, names of partners, members, associates, or other persons

comprising the debtor.

3. A financing statement that provides only the debtor's trade name

does not sufficiently provide the name of the debtor.

4. Failure to indicate the representative capacity of a secured party

or representative of a secured party does not affect the sufficiency of a

financing statement.

5. A financing statement may provide the name of more than one

debtor and the name of more than one secured party.

that it covers only if the financing statement provides:

1. A description of the collateral pursuant to section 9 of this act; or

2. An indication that the financing statement covers all assets or all

personal property.

or a buyer of a payment intangible or promissory note may file afinancing statement, or may comply with a statute or treaty described in

subsection 1 of section 32 of this act, using the terms "consignor,"

"consignee," "lessor," "lessee," "bailor," "bailee," "licensor,"

"licensee," "owner," "registered owner," "buyer," "seller," or words of

similar import, instead of the terms "secured party" and "debtor."

2. This part applies to the filing of a financing statement under

subsection 1 and, as appropriate, to compliance that is equivalent to

filing a financing statement under subsection 2 of section 32 of this act,

but the filing or compliance is not of itself a factor in determining

whether the collateral secures an obligation. If it is determined for

another reason that the collateral secures an obligation, a security

interest held by the consignor, lessor, bailor, licensor, owner, or buyer

which attaches to the collateral is perfected by the filing or compliance.

requirements of this part is effective, even if it has minor errors or

omissions, unless the errors or omissions make the financing statement

seriously misleading.

2. Except as otherwise provided in subsection 3, a financing

statement that fails sufficiently to provide the name of the debtor in

accordance with subsection 1 of section 75 of this act is seriously

misleading.

3. If a search of the records of the filing office under the debtor's

correct name, using the filing office's standard search logic, if any,

would disclose a financing statement that fails sufficiently to provide the

name of the debtor in accordance with subsection 1 of section 75 of this

act, the name provided does not make the financing statement seriously

misleading.

4. For purposes of subsection 2 of section 80 of this act, the

"debtor's correct name" in subsection 3 means the correct name of the

new debtor.

respect to collateral that is sold, exchanged, leased, licensed, or otherwise

disposed of and in which a security interest or agricultural lien

continues, even if the secured party knows of or consents to the

disposition.

2. Except as otherwise provided in subsection 3 and section 80 of this

act, a financing statement is not rendered ineffective if, after the

financing statement is filed, the information provided in the financing

statement becomes seriously misleading under section 78 of this act.

3. If a debtor so changes its name that a filed financing statement

becomes seriously misleading under section 78 of this act:

(a) The financing statement is effective to perfect a security interest in

collateral acquired by the debtor before, or within 4 months after, the

change; and

(b) The financing statement is not effective to perfect a security

interest in collateral acquired by the debtor more than 4 months after thechange, unless an amendment to the financing statement which renders

the financing statement not seriously misleading is filed within 4 months

after the change.

financing statement naming an original debtor is effective to perfect a

security interest in collateral in which a new debtor has or acquires rights

to the extent that the financing statement would have been effective had

the original debtor acquired rights in the collateral.

2. If the difference between the name of the original debtor and that

of the new debtor causes a filed financing statement that is effective

under subsection 1 to be seriously misleading under section 78 of this

act:

(a) The financing statement is effective to perfect a security interest in

collateral acquired by the new debtor before, and within 4 months after,

the new debtor becomes bound under subsection 4 of section 14 of this

act; and

(b) The financing statement is not effective to perfect a security

interest in collateral acquired by the new debtor more than 4 months

after the new debtor becomes bound under subsection 4 of section 14 of

this act unless an initial financing statement providing the name of the

new debtor is filed before the expiration of that time.

3. This section does not apply to collateral as to which a filed

financing statement remains effective against the new debtor under

subsection 1 of section 79 of this act.

amendment that adds collateral covered by a financing statement, or

amendment that adds a debtor to a financing statement only if:

(a) The debtor authorizes the filing in an authenticated record; or

(b) The person holds an agricultural lien that has become effective at

the time of filing and the financing statement covers only collateral in

which he holds an agricultural lien.

2. By authenticating or becoming bound as debtor by a security

agreement, a debtor or new debtor authorizes the filing of an initial

financing statement, and an amendment, covering:

(a) The collateral described in the security agreement; and

(b) Property that becomes collateral under paragraph (b) of

subsection 1 of section 36 of this act, whether or not the security

agreement expressly covers proceeds.

3. A person may file an amendment other than an amendment that

adds collateral covered by a financing statement or an amendment that

adds a debtor to a financing statement only if:

(a) The secured party of record authorizes the filing; or

(b) The change is a termination statement for a financing statement

as to which the secured party of record has failed to file or send a

termination statement as required by subsection 1 or 3 of section 85 of

this act. 4. If there is more than one secured party of record for a financing

statement, each secured party of record may authorize the filing of an

amendment under subsection 3.

to the extent that it was filed by a person that may file it under section 81

of this act.

2. A record authorized by one secured party of record does not affect

the financing statement with respect to another secured party of record.

3. If a person may file a termination statement only under paragraph

(b) of subsection 3 of section 81 of this act, the filed termination

statement is effective only if the debtor authorizes the filing and the

termination statement indicates that the debtor authorized it to be filed.

4. A continuation statement that is not filed within the 6-month

period prescribed by subsection 4 of section 87 of this act is ineffective.

statement is a person whose name is provided as the name of the secured

party or a representative of the secured party in an initial financing

statement that has been filed. If an initial financing statement is filed

under subsection 1 of section 86 of this act, the assignee named in the

initial financing statement is the secured party of record with respect to

the financing statement.

2. If an amendment of a financing statement which provides the

name of a person as a secured party or a representative of a secured

party is filed, the person named in the amendment is a secured party of

record. If an amendment is filed under subsection 2 of section 86 of this

act, the assignee named in the amendment is a secured party of record.

3. A person remains a secured party of record until the filing of an

amendment of the financing statement which deletes him.

delete collateral covered by, continue or terminate the effectiveness of,

or, subject to subsection 5, otherwise amend the information provided in,

a financing statement by filing an amendment that:

(a) Identifies, by its file number, the initial financing statement to

which the amendment relates; and

(b) If the amendment relates to an initial financing statement filed or

recorded in a filing office described in paragraph (a) of subsection 1 of

section 73 of this act, provides the date that the initial financing

statement was filed or recorded and the information specified in

subsection 2 of section 74 of this act.

2. Except as otherwise provided in section 87 of this act, the filing of

an amendment does not extend the period of effectiveness of the

financing statement.

3. A financing statement that is amended by an amendment that adds

collateral is effective as to the added collateral only from the date of the

filing of the amendment. 4. A financing statement that is amended by an amendment that adds

a debtor is effective as to the added debtor only from the date of the filing

of the amendment.

5. An amendment is ineffective to the extent it:

(a) Purports to delete all debtors and fails to provide the name of a

debtor to be covered by the financing statement; or

(b) Purports to delete all secured parties of record and fails to provide

the name of a new secured party of record.

for a financing statement to file a termination statement for the

financing statement if the financing statement covers consumer goods

and:

(a) There is no obligation secured by the collateral covered by the

financing statement and no commitment to make an advance, incur an

obligation, or otherwise give value; or

(b) The debtor did not authorize the filing of the initial financing

statement.

2. To comply with subsection 1, a secured party shall cause the

secured party of record to file the termination statement:

(a) Within 1 month after there is no obligation secured by the

collateral covered by the financing statement and no commitment to

make an advance, incur an obligation, or otherwise give value; or

(b) If earlier, within 20 days after the secured party receives an

authenticated demand from a debtor.

3. In cases not governed by subsection 1, within 20 days after a

secured party receives an authenticated demand from a debtor, the

secured party shall cause the secured party of record for a financing

statement to send to the debtor a termination statement for the financing

statement or file the termination statement in the filing office if:

(a) Except in the case of a financing statement covering accounts or

chattel paper that has been sold or goods that are the subject of a

consignment, there is no obligation secured by the collateral covered by

the financing statement and no commitment to make an advance, incur

an obligation, or otherwise give value;

(b) The financing statement covers accounts or chattel paper that has

been sold but as to which the account debtor or other person obligated

has discharged its obligation;

(c) The financing statement covers goods that were the subject of a

consignment to the debtor but are not in the debtor's possession; or

(d) The debtor did not authorize the filing of the initial financing

statement.

4. Except as otherwise provided in section 82 of this act, upon the

filing of a termination statement with the filing office, the financing

statement to which the termination statement relates ceases to be

financing statement may reflect an assignment of all of the secured

party's power to authorize an amendment to the financing statement by

providing the name and mailing address of the assignee as the name and

address of the secured party.

2. Except as otherwise provided in subsection 3, a secured party of

record may assign of record all or part of its power to authorize an

amendment to a financing statement by filing in the filing office an

amendment of the financing statement which:

(a) Identifies, by its file number, the initial financing statement to

which it relates;

(b) Provides the name of the assignor; and

(c) Provides the name and mailing address of the assignee.

3. An assignment of record of a security interest in a fixture covered

by a mortgage of real property which is effective as a fixture filing under

section 74 of this act may be made only by an assignment of record of the

mortgage in the manner provided by law of this state other than the

Uniform Commercial Code.

7, a filed financing statement is effective for a period of 5 years after the

date of filing.

2. Except as otherwise provided in subsections 5, 6 and 7, an initial

financing statement filed in connection with a public-finance transaction

or manufactured-home transaction is effective for a period of 30 years

after the date of filing if it indicates that it is filed in connection with a

public-finance transaction or manufactured-home transaction.

3. The effectiveness of a filed financing statement lapses on the

expiration of the period of its effectiveness unless before the lapse a

continuation statement is filed pursuant to subsection 4. Upon lapse, a

financing statement ceases to be effective and any security interest or

agricultural lien that was perfected by the financing statement becomes

unperfected, unless the security interest is perfected otherwise. If the

security interest or agricultural lien becomes unperfected upon lapse, it is

deemed never to have been perfected as against a purchaser of the

collateral for value.

4. A continuation statement may be filed only within 6 months before

the expiration of the 5-year period specified in subsection 1 or the 30-

year period specified in subsection 2, whichever is applicable.

5. Except as otherwise provided in section 82 of this act, upon timely

filing of a continuation statement, the effectiveness of the initial

financing statement continues for a period of 5 years commencing on the

day on which the financing statement would have become ineffective in

the absence of the filing. Upon the expiration of the 5-year period, the

financing statement lapses in the same manner as provided in subsection

3, unless, before the lapse, another continuation statement is filed

pursuant to subsection 4. Succeeding continuation statements may befiled in the same manner to continue the effectiveness of the initial

financing statement.

6. If a debtor is a transmitting utility and a filed financing statement

so indicates, the financing statement is effective until a termination

statement is filed.

7. A real property mortgage that is effective as a fixture filing under

subsection 3 of section 74 of this act remains effective as a fixture filing

until the mortgage is released or satisfied of record or its effectiveness

otherwise terminates as to the real property.

communication of a record to a filing office and tender of the filing fee

or acceptance of the record by the filing office constitutes filing.

2. Filing does not occur with respect to a record that a filing office

refuses to accept because:

(a) The record is not communicated by a method or medium of

communication authorized by the filing office;

(b) An amount equal to or greater than the applicable filing fee is not

tendered;

(c) The filing office is unable to index the record because:

(1) In the case of an initial financing statement, the record does not

provide a name for the debtor;

(2) In the case of an amendment or correction statement, the

record:

(I) Does not identify the initial financing statement as required

by section 84 or 90 of this act, as applicable; or

(II) Identifies an initial financing statement whose effectiveness

has lapsed under section 87 of this act;

(3) In the case of an initial financing statement that provides the

name of a debtor identified as a natural person or an amendment that

provides a name of a debtor identified as a natural person which was not

previously provided in the financing statement to which the record

relates, the record does not identify the debtor's last name; or

(4) In the case of a record filed or recorded in the filing office

described in paragraph (a) of subsection 1 of section 73 of this act, the

record does not provide a sufficient description of the real property to

which it relates;

(d) In the case of an initial financing statement or an amendment that

adds a secured party of record, the record does not provide a name and

mailing address for the secured party of record;

(e) In the case of an initial financing statement or an amendment that

provides a name of a debtor which was not previously provided in the

financing statement to which the amendment relates, the record does not:

(1) Provide a mailing address for the debtor;

(2) Indicate whether the debtor is a natural person or an

organization; or (3) If the financing statement indicates that the debtor is an

organization, provide:

(I) A type of organization for the debtor;

(II) A jurisdiction of organization for the debtor; or

(III) An organizational identification number for the debtor or

indicate that the debtor has none;

(f) In the case of an assignment reflected in an initial financing

statement under subsection 1 of section 86 of this act or an amendment

filed under subsection 2 of that section, the record does not provide a

name and mailing address for the assignee; or

(g) In the case of a continuation statement, the record is not filed

within the 6-month period prescribed by subsection 4 of section 87 of this

act.

3. For purposes of subsection 2:

(a) A record does not provide information if the filing office is unable

to read or decipher the information; and

(b) A record that does not indicate that it is an amendment or identify

an initial financing statement to which it relates, as required by section

84, 86 or 90 of this act, is an initial financing statement.

4. A record that is communicated to the filing office with tender of

the filing fee, but which the filing office refuses to accept for a reason

other than one set forth in subsection 2, is effective as a filed record

except as against a purchaser of the collateral which gives value in

reasonable reliance upon the absence of the record from the files.

does not affect the effectiveness of the filed record.

statement with respect to a record indexed there under his name if he

believes that the record is inaccurate or was wrongfully filed.

2. A correction statement must:

(a) Identify the record to which it relates by:

(1) The file number assigned to the initial financing statement to

which the record relates; and

(2) If the correction statement relates to a record filed or recorded

in a filing office described in paragraph (a) of subsection 1 of section 73

of this act, the date that the initial financing statement was filed or

recorded and the information specified in subsection 2 of section 74 of

this act;

(b) Indicate that it is a correction statement; and

(c) Provide the basis for the person's belief that the record is

inaccurate and indicate the manner in which he believes the record

should be amended to cure any inaccuracy or provide the basis for his

belief that the record was wrongfully filed.

3. The filing of a correction statement does not affect the

shall:

(a) Assign a unique number to the filed record;

(b) Create a record that bears the number assigned to the filed record

and the date and time of filing;

(c) Maintain the filed record for public inspection; and

(d) Index the filed record in accordance with subsections 3, 4 and 5.

2. Except as otherwise provided in subsection 9, a file number

assigned after January 1, 2002, may include a digit that:

(a) Is mathematically derived from or related to the other digits of the

file number; and

(b) Enables the filing office to detect whether a number

communicated as the file number includes a single-digit or

transpositional error.

3. Except as otherwise provided in subsections 4 and 5, the filing

office shall:

(a) Index an initial financing statement according to the name of the

debtor and index all filed records relating to the initial financing

statement in a manner that associates with one another an initial

financing statement and all filed records relating to the initial financing

statement; and

(b) Index a record that provides a name of a debtor which was not

previously provided in the financing statement to which the record relates

also according to the name that was not previously provided.

4. If a financing statement is filed as a fixture filing or covers as

-extracted collateral or timber to be cut, it must be filed for record and the

filing office shall index it:

(a) Under the names of the debtor and of each owner of record shown

on the financing statement as if they were the mortgagors under a

mortgage of the real property described; and

(b) To the extent that the law of this state provides for indexing of

mortgages under the name of the mortgagee, under the name of the

secured party as if the secured party were the mortgagee thereunder.

5. If a financing statement is filed as a fixture filing or covers as

-extracted collateral or timber to be cut, the filing office shall index an

assignment filed under subsection 1 of section 86 of this act or an

amendment filed under subsection 2 of that section:

(a) Under the name of the assignor as grantor; and

(b) To the extent that the law of this state provides for indexing the

assignment of a mortgage of real property under the name of the

assignee, under the name of the assignee.

6. The filing office shall maintain a capability:

(a) To retrieve a record by the name of the debtor and:

(1) If the filing office is described in paragraph (a) of subsection 1

of section 73 of this act, by the file number assigned to the initialfinancing statement to which the record relates and the date and time

that the record was filed or recorded; or

(2) If the filing office is described in paragraph (b) of subsection 1

of section 73 of this act, by the file number assigned to the initial

financing statement to which the record relates; and

(b) To associate and retrieve with one another an initial financing

statement and each filed record relating to the initial financing

statement.

7. The filing office may not remove a debtor's name from the index

until 1 year after the effectiveness of a financing statement naming the

debtor lapses under section 87 of this act with respect to all secured

parties of record.

8. The filing office shall perform the acts required by subsections 1

to 5, inclusive, within a reasonable time and in the manner prescribed by

filing-office rule.

9. Subsection 2 does not apply to a filing office described in

paragraph (a) of subsection 1 of section 73 of this act.

for a reason set forth in subsection 2 of section 88 of this act and may

refuse to accept a record for filing only for a reason set forth in that

subsection.

2. If a filing office refuses to accept a record for filing, it shall

communicate to the person that presented the record the fact of and

reason for the refusal and the date and time the record would have been

filed had the filing office accepted it. The communication must be made

within a reasonable time and in the manner prescribed by filing-office

rule.

3. A filed financing statement satisfying subsections 1 and 2 of

section 74 of this act is effective, even if the filing office is required to

refuse to accept it for filing under subsection 1. However, section 59 of

this act applies to a filed financing statement providing information

described in paragraph (e) of subsection 2 of section 88 of this act which

is incorrect at the time the financing statement is filed.

4. If a record communicated to a filing office provides information

that relates to more than one debtor, this part applies to each debtor

separately.

refuse to accept a written initial financing statement in the following

form except for a reason set forth in subsection 2 of section 88 of this

act:

UCC FINANCING STATEMENT

FOLLOW INSTRUCTIONS (front and back) CAREFULLY

A. NAME AND PHONE OF CONTACT AT FILER [optional]

B. SEND ACKNOWLEDGMENT TO: (Name and Address)

THE ABOVE SPACE IS FO

R FILING OFFICE USE ONLY

1a. ORGANIZATION'S NAME

1d. TAX ID NO. ADD'L INFO. RE 1e. TYPE OF ORGANIZATION

SSN OR EIN ORGANIZATION DEBTOR

1f. JURISDICTION OF ORGANIZATION 1g. ORGANIZATIONAL ID No.,

if any

[ ] NONE

2a. ORGANIZATION'S NAME

OR 2b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

2c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

2d. TAX ID NO. ADD'L INFO. RE 2e. TYPE OF ORGANIZATION

SSN OR EIN ORGANIZATION DEBTOR

2f. JURISDICTION OF ORGANIZATION 2g. ORGANIZATIONAL ID No.

if any

[ ] NONE

3a. ORGANIZATION'S NAME

OR 3b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

3c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

4. This FINANCING STATEMENT covers the following collateral:

5. ALTERNATIVE DESIGNATION [if applicable]: [ ] LESSEE/LESSOR

[ ] CONSIGNEE/CONSIGNOR [ ] BAILEE/BAILOR [ ] SELLER/BUYER

[ ] AG. LIEN [ ] NON-UCC FILING

Attach Addendum [if applicable]

7. Check to REQUEST SEARCH REPORT(S) on Debtor(s)

[ ] All Debtors [ ] Debtor 1 [ ] Debtor 2

[ADDITIONAL FEE] [optional]

8. OPTIONAL FILER REFERENCE DATA

FILING OFFICE COPY- NATIONAL UCC FINANCING STATEMENT

(FORM UCC 1) (REV. 7/29/98)

[BACK OF FORM]

UCC FINANCING STATEMENT ADDENDUM

Follow instructions (front and back) CAREFULLY

9a. ORGANIZATION'S NAME

OR 9b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

10. MISCELLANEOUS:

THE ABOVE SPACE IS FOR

FILING OFFICE USE ONLY

(11a or 11b) - do not abbreviate or combine names

11a. ORGANIZATION'S NAME

11c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

11d. TAX ID NO. ADD'L INFO. RE 11e. TYPE OF ORGANIZATION

SSN OR EIN ORGANIZATION DEBTOR

if any

[ ] NONE

12a. ORGANIZATION'S NAME

12c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

] as-extracted collateral, or is filed as a [ ] fixture filing.

14. Description of real estate:

16. Additional collateral description:

17. Check only if applicable and check only one box:

Debtor is a [ ] Trust or [ ] Trustee acting with respect to property held in trust

or [ ] Decedent's Estate

18. Check only if applicable and check only one box:

[ ] Debtor is a TRANSMITTING UTILITY

[ ] Filed in connection with a Manufactured-Home Transaction - effective 30 years

[ ] Filed in connection with a Public-Finance Transaction - effective 30 years

FILING OFFICE COPY - NATIONAL UCC FINANCING STATEMENT

(FORM UCC 1Ad) (REV. 7/29/98)

2. A filing office that accepts written records may not refuse to accept a

written record in the following form except for a reason set forth in subsection 2

of section 88 of this act:

UCC FINANCING STATEMENT AMENDMENT, CONTINUATION,

ASSIGNMENT, RELEASE OR TERMINATION

FOLLOW INSTRUCTIONS (front and back) CAREFULLY

A. NAME AND PHONE OF CONTACT AT FILER [optional]

B. SEND ACKNOWLEDGMENT TO: (Name and Address)

THE ABOVE SPACE IS FOR

FILING OFFICE USE ONLY

affects

[ ] Debtor or [ ] Secured Party of record. Check only one of these two

boxes. Also check one of the following three boxes and provide

appropriate information in items 6 and/or 7.

6. CURRENT RECORD INFORMATION:

6a. ORGANIZATION'S NAME:

7. CHANGED (NEW) OR ADDED INFORMATION:

7a. ORGANIZATION'S NAME:

7c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

7d. TAX ID NO. ADD'L INFO. RE 7e. TYPE OF ORGANIZATION

SSN OR EIN ORGANIZATION DEBTOR

if any

[ ] NONE

8. [] AMENDMENT (COLLATERAL CHANGE): check only one box

9a. ORGANIZATION'S NAME:

10. OPTIONAL FILE REFERENCE DATA

FILING OFFICE COPY - NATIONAL UCC FINANCING STATEMENT AMENDMENT

(FORM UCC 3) (REV.7/29/98)

[BACK OF FORM]

UCC FINANCING STATEMENT ADDENDUM

FOLLOW INSTRUCTIONS (front and back) CAREFULLY

12a. ORGANIZATION'S NAME

13. USE THIS SPACE FOR ADDITIONAL INFORMATION

THE ABOVE SPACE IS FOR

FILING OFFICE USE ONLY

FILING OFFICE COPY - NATIONAL UCC FINANCING STATEMENT

AMENDMENT ADDENDUM (FORM UCC 3 Ad) (REV. 7/29/98)

3. A form that a filing office may not refuse to accept under

subsection 1 or 2 must conform to the format prescribed for the form by

the National Conference of Commissioners on Uniform State Laws.

4. A filing officer may add optional blocks for the address of the

secured party or the address of the debtor to any form or record.

information provided in a filed financing statement for at least 1 year

after the effectiveness of the financing statement has lapsed under

section 87 of this act with respect to all secured parties of record. The

record must be retrievable by using the name of the debtor and:

(a) If the record was filed or recorded in the filing office described in

paragraph (a) of subsection 1 of section 73 of this act, by using the file

number assigned to the initial financing statement to which the record

relates and the date that the record was filed or recorded; or

(b) If the record was filed in the filing office described in paragraph

(b) of subsection 1 of section 73 of this act, by using the file number

assigned to the initial financing statement to which the record relates.

2. Except to the extent that a statute governing disposition of public

records provides otherwise, the filing office immediately may destroy any

written record evidencing a financing statement. However, if the filing

office destroys a written record, it shall maintain another record of the

financing statement which complies with subsection 1.

acknowledgment of the filing, the filing office shall send him an image

of the record showing the number assigned to the record pursuant to

paragraph (a) of subsection 1 of section 91 of this act and the date and

time of the filing of the record. However, if he furnishes two copies of the

record to the filing office, the filing office may instead: (a) Note upon one copy the number assigned to the record pursuant to

that paragraph and the date and time of the filing of the record; and

(b) Send that copy to him.

2. If a person files a record other than a written record, the filing

office shall communicate to him an acknowledgment that provides:

(a) The information in the record;

(b) The number assigned to the record pursuant to paragraph (a) of

subsection 1 of section 91 of this act; and

(c) The date and time of the filing of the record.

3. The filing office shall communicate or otherwise make available

in a record the following information to any person that requests it:

(a) Whether there is on file on a date and time specified by the filing

office, but not a date earlier than 3 business days before the filing office

receives the request, any financing statement that:

(1) Designates a particular debtor;

(2) Has not lapsed under section 87 of this act with respect to all

secured parties of record; and

(3) If the request so states, has lapsed under that section and a

record of which is maintained by the filing office under subsection 1 of

section 94 of this act;

(b) The date and time of filing of each financing statement; and

(c) The information provided in each financing statement.

4. In complying with its duty under subsection 3, the filing office

may communicate information in any medium. However, if requested,

the filing office shall communicate information by issuing its written

certificate.

5. The filing office described in paragraph (b) of subsection 1 of

section 73 of this act shall perform the acts required by subsections 1 to

4, inclusive, within a reasonable time and in the manner prescribed by

filing-office rule.

6. Periodically, the secretary of state shall offer to sell or license to

the public on a nonexclusive basis, in bulk, copies of all records filed in it

under this part, in every medium from time to time available to the filing

office.

this part is excused if:

1. The delay is caused by interruption of communication or

computer facilities, war, emergency conditions, failure of equipment, or

other circumstances beyond control of the filing office; and

2. The filing office exercises reasonable diligence under the

circumstances.

for filing and indexing a record under this part, other than an initial

financing statement of the kind described in subsection 3 of section 74 of

this act, is: (a) Twenty dollars if the record is communicated in writing and

consists of one or two pages;

(b) Forty dollars if the record is communicated in writing and consists

of more than two pages, and $1 for each page over 20 pages;

(c) Ten dollars if the record is communicated by another medium

authorized by filing-office rule; and

(d) One dollar for each additional debtor, trade name or reference to

another name under which business is done.

2. The filing officer may charge and collect $1 for each page of copy

or record of filings produced by him at the request of any person.

3. Except as otherwise provided in subsection 5, the fee for filing and

indexing an initial financing statement of the kind described in

subsection 3 of section 74 of this act is:

(a) Forty dollars if the financing statement indicates that it is filed in

connection with a public-finance transaction; and

(b) Twenty dollars if the financing statement indicates that it is filed in

connection with a manufactured-home transaction.

4. The fee for responding to a request for information from the filing

office, including for issuing a certificate showing whether there is on file

any financing statement naming a particular debtor, is:

(a) Twenty dollars if the request is communicated in writing; and

(b) Fifteen dollars if the request is communicated by another medium

authorized by filing-office rule.

5. This section does not require a fee with respect to a mortgage that

is effective as a financing statement filed as a fixture filing or as a

financing statement covering as-extracted collateral or timber to be cut

under subsection 3 of section 74 of this act. However, the fees for

recording and satisfaction which otherwise would be applicable to the

mortgage apply.

effectuate this article. The filing-office rules must be:

(a) Consistent with this article; and

(b) Adopted in accordance with the provisions of chapter 233B of

NRS.

2. To keep the filing-office rules and the practices of the filing office

in harmony with the rules and practices of filing offices in other

jurisdictions that enact substantially this part, and to keep the technology

used by the filing office compatible with the technology used by filing

offices in other jurisdictions that enact substantially this part, the

secretary of state, so far as is consistent with the purposes, policies, and

provisions of this article, in adopting, amending, and repealing filing-

office rules, shall:

(a) Consult with filing offices in other jurisdictions that enact

substantially this part; (b) Consult the most recent version of the Model Rules promulgated

by the International Association of Corporate Administrators or any

successor organization; and

(c) Take into consideration the rules and practices of, and the

technology used by, filing offices in other jurisdictions that enact

substantially this part.

the first Monday of February in each odd-numbered year to the governor

and legislature on the operation of the filing office. The report must

contain a statement of the extent to which:

1. The filing-office rules are not in harmony with the rules of filing

offices in other jurisdictions that enact substantially this part and the

reasons for these variations; and

2. The filing-office rules are not in harmony with the most recent

version of the Model Rules promulgated by the International Association

of Corporate Administrators, or any successor organization, and the

reasons for these variations.

in this part and, except as otherwise provided in section 101 of this act,

those provided by agreement of the parties. A secured party:

(a) May reduce a claim to judgment, foreclose, or otherwise enforce

the claim, security interest, or agricultural lien by any available judicial

procedure; and

(b) If the collateral is documents, may proceed either as to the

documents or as to the goods they cover.

2. A secured party in possession of collateral or control of collateral

under section 5, 6, 7, or 8 of this act has the rights and duties provided in

section 18 of this act.

3. The rights under subsections 1 and 2 are cumulative and may be

exercised simultaneously.

4. Except as otherwise provided in subsection 7 and section 104 of

this act, after default, a debtor and an obligor have the rights provided in

this part and by agreement of the parties.

5. If a secured party has reduced its claim to judgment, the lien of

any levy that may be made upon the collateral by virtue of an execution

based upon the judgment relates back to the earliest of:

(a) The date of perfection of the security interest or agricultural lien

in the collateral;

(b) The date of filing a financing statement covering the collateral; or

(c) Any date specified in a statute under which the agricultural lien

was created.

6. A sale pursuant to an execution is a foreclosure of the security

interest or agricultural lien by judicial procedure within the meaning of

this section. A secured party may purchase at the sale and thereafter hold

the collateral free of any other requirements of this article. 7. Except as otherwise provided in subsection 3 of section 106 of this

act, this part imposes no duties upon a secured party that is a consignor

or is a buyer of accounts, chattel paper, payment intangibles, or

promissory notes.

the extent that they give rights to a debtor or obligor and impose duties

on a secured party, the debtor or obligor may not waive or vary the rules

stated in the following listed sections:

1. Subparagraph (3) of paragraph (d) of subsection 2 of section 18 of

this act, which deals with use and operation of the collateral by the

secured party;

2. Section 21 of this act, which deals with requests for an accounting

and requests concerning a list of collateral and statement of account;

3. Subsection 3 of section 106 of this act, which deals with collection

and enforcement of collateral;

4. Subsection 1 of section 107 of this act and subsection 3 of section

114 of this act to the extent that they deal with application or payment of

noncash proceeds of collection, enforcement, or disposition;

5. Subsection 1 of section 107 of this act and subsection 4 of section

114 of this act to the extent that they require accounting for or payment

of surplus proceeds of collateral;

6. Section 108 of this act to the extent that it imposes upon a secured

party that takes possession of collateral without judicial process the duty

to do so without breach of the peace;

7. Subsection 2 of section 109, and sections 110, 112, and 113 of this

act, which deal with disposition of collateral;

8. Subsection 6 of section 114 of this act, which deals with

calculation of a deficiency or surplus when a disposition is made to the

secured party, a person related to the secured party, or a secondary

obligor;

9. Section 115 of this act, which deals with explanation of the

calculation of a surplus or deficiency;

10. Sections 119, 120, and 121 of this act, which deal with

acceptance of collateral in satisfaction of obligation;

11. Section 122 of this act, which deals with redemption of collateral;

12. Section 123 of this act, which deals with permissible waivers; and

13. Sections 124 and 125 of this act, which deal with the secured

party's liability for failure to comply with this article.

standards measuring the fulfillment of the rights of a debtor or obligor

and the duties of a secured party under a rule stated in section 101 of this

act if the standards are not manifestly unreasonable.

2. Subsection 1 does not apply to the duty under section 108 of this

act to refrain from breaching the peace.

property, a secured party may proceed: (a) Under this part as to the personal property without prejudicing any

rights with respect to the real property; or

(b) As to both the personal property and the real property in

accordance with the rights with respect to the real property, in which case

the other provisions of this part do not apply.

2. Subject to subsection 3, if a security agreement covers goods that

are or become fixtures, a secured party may proceed:

(a) Under this part; or

(b) In accordance with the rights with respect to real property, in

which case the other provisions of this part do not apply.

3. Subject to the other provisions of this part, if a secured party

holding a security interest in fixtures has priority over all owners and

encumbrancers of the real property, the secured party, after default, may

remove the collateral from the real property.

4. A secured party that removes collateral shall promptly reimburse

any encumbrancer or owner of the real property, other than the debtor,

for the cost of repair of any physical injury caused by the removal. The

secured party need not reimburse the encumbrancer or owner for any

diminution in value of the real property caused by the absence of the

goods removed or by any necessity of replacing them. A person entitled to

reimbursement may refuse permission to remove until the secured party

gives adequate assurance for the performance of the obligation to

reimburse.

secured party:

1. To a person that is a debtor or obligor, unless the secured party

knows:

(a) That he is a debtor or obligor;

(b) His identity; and

(c) How to communicate with him; or

2. To a secured party or lienholder that has filed a financing

statement against a person, unless the secured party knows:

(a) That the person is a debtor; and

(b) His identity.

with an agricultural lien at the time the secured party becomes entitled to

enforce the lien in accordance with the statute under which it was

created.

party:

(a) May notify an account debtor or other person obligated on

collateral to make payment or otherwise render performance to or for the

benefit of the secured party;

(b) May take any proceeds to which the secured party is entitled under

section 36 of this act; (c) May enforce the obligations of an account debtor or other person

obligated on collateral and exercise the rights of the debtor with respect

to the obligation of the account debtor or other person obligated on

collateral to make payment or otherwise render performance to the

debtor, and with respect to any property that secures the obligations of

the account debtor or other person obligated on the collateral;

(d) If it holds a security interest in a deposit account perfected by

control under paragraph (a) of subsection 1 of section 5 of this act, may

apply the balance of the deposit account to the obligation secured by the

deposit account; and

(e) If it holds a security interest in a deposit account perfected by

control under paragraph (b) or (c) of subsection 1 of section 5 of this act,

may instruct the bank to pay the balance of the deposit account to or for

the benefit of the secured party.

2. If necessary to enable a secured party to exercise under paragraph

(c) of subsection 1 the right of a debtor to enforce a mortgage

nonjudicially, the secured party may record in the office in which the

mortgage is recorded:

(a) A copy of the security agreement that creates or provides for a

security interest in the obligation secured by the mortgage; and

(b) The secured party's sworn affidavit in recordable form stating

that:

(1) A default has occurred; and

(2) The secured party is entitled to enforce the mortgage

nonjudicially.

3. A secured party shall proceed in a commercially reasonable

manner if the secured party:

(a) Undertakes to collect from or enforce an obligation of an account

debtor or other person obligated on collateral; and

(b) Is entitled to charge back uncollected collateral or otherwise to full

or limited recourse against the debtor or a secondary obligor.

4. A secured party may deduct from the collections made pursuant to

subsection 3 reasonable expenses of collection and enforcement,

including reasonable attorney's fees and legal expenses incurred by the

secured party.

5. This section does not determine whether an account debtor, bank,

or other person obligated on collateral owes a duty to a secured party.

payment or performance of an obligation, the following rules apply:

(a) A secured party shall apply or pay over for application the cash

proceeds of collection or enforcement under this section in the following

order to:

(1) The reasonable expenses of collection and enforcement and, to

the extent provided for by agreement and not prohibited by law,

reasonable attorney's fees and legal expenses incurred by the secured

party; (2) The satisfaction of obligations secured by the security interest or

agricultural lien under which the collection or enforcement is made; and

(3) The satisfaction of obligations secured by any subordinate

security interest in or other lien on the collateral subject to the security

interest or agricultural lien under which the collection or enforcement is

made if the secured party receives an authenticated demand for proceeds

before distribution of the proceeds is completed.

(b) If requested by a secured party, a holder of a subordinate security

interest or other lien shall furnish reasonable proof of the interest or lien

within a reasonable time. Unless the holder complies, the secured party

need not comply with the holder's demand under subparagraph (3) of

paragraph (a).

(c) A secured party need not apply or pay over for application noncash

proceeds of collection and enforcement under this section unless the

failure to do so would be commercially unreasonable. A secured party

that applies or pays over for application noncash proceeds shall do so in

a commercially reasonable manner.

(d) A secured party shall account to and pay a debtor for any surplus,

and the obligor is liable for any deficiency.

2. If the underlying transaction is a sale of accounts, chattel paper,

payment intangibles, or promissory notes, the debtor is not entitled to any

surplus, and the obligor is not liable for any deficiency.

(a) May take possession of the collateral;

(b) If a debtor so agrees, may require the debtor to assemble the

collateral and make it available to the secured party at a place to be

designated by the secured party which is reasonably convenient to both

parties; and

(c) Without removal may render equipment unusable and dispose of

collateral on a debtor's premises under section 109 of this act.

2. A secured party may proceed under subsection 1:

(a) Pursuant to judicial process; or

(b) Without judicial process, if it proceeds without breach of the

peace.

or otherwise dispose of any or all of the collateral in its present condition

or following any commercially reasonable preparation or processing.

2. Every aspect of a disposition of collateral, including the method,

manner, time, place, and other terms, must be commercially reasonable.

If commercially reasonable, a secured party may dispose of collateral by

public or private proceedings, by one or more contracts, as a unit or in

parcels, and at any time and place and on any terms.

3. A secured party may purchase collateral:

(a) At a public sale; o

r (b) At a private sale only if the collateral is of a kind that is

customarily sold on a recognized market or the subject of widely

distributed standard price quotations.

4. A contract for sale, lease, license, or other disposition includes the

warranties relating to title, possession, quiet enjoyment, and the like

which by operation of law accompany a voluntary disposition of property

of the kind subject to the contract.

5. A secured party may disclaim or modify warranties under

subsection 4:

(a) In a manner that would be effective to disclaim or modify the

warranties in a voluntary disposition of property of the kind subject to the

contract of disposition; or

(b) By communicating to the purchaser a record evidencing the

contract for disposition and including an express disclaimer or

modification of the warranties.

6. A record is sufficient to disclaim warranties under subsection 5 if

it indicates "There is no warranty relating to title, possession, quiet

enjoyment, or the like in this disposition" or uses words of similar

import.

of the date on which:

(a) A secured party sends to the debtor and any secondary obligor an

authenticated notification of disposition; or

(b) The debtor and any secondary obligor waive the right to

notification.

2. Except as otherwise provided in subsection 4, a secured party that

disposes of collateral under section 109 of this act shall send to the

persons specified in subsection 3 a reasonable authenticated notification

of disposition.

3. To comply with subsection 2, the secured party shall send an

authenticated notification of disposition to:

(a) The debtor;

(b) Any secondary obligor; and

(c) If the collateral is other than consumer goods:

(1) Any other person from which the secured party has received,

before the notification date, an authenticated notification of a claim of

an interest in the collateral;

(2) Any other secured party or lienholder that, 10 days before the

notification date, held a security interest in or other lien on the collateral

perfected by the filing of a financing statement that:

(I) Identified the collateral;

(II) Was indexed under the debtor's name as of that date; and

(III) Was filed in the office in which to file a financing statement

against the debtor covering the collateral as of that date; and

(3) Any other secured party that, 10 days before the notification

date, held a security interest in the collateral perfected by compliancewith a statute, regulation, or treaty described in subsection 1 of section 32

of this act.

4. Subsection 2 does not apply if the collateral is perishable or

threatens to decline speedily in value or is of a type customarily sold on a

recognized market.

5. A secured party complies with the requirement for notification

prescribed by subparagraph (2) of paragraph (c) of subsection 3 if:

(a) Not later than 20 days or earlier than 30 days before the

notification date, the secured party requests, in a commercially

reasonable manner, information concerning financing statements

indexed under the debtor's name in the office indicated in that

subparagraph; and

(b) Before the notification date, the secured party:

(1) Did not receive a response to the request for information; or

(2) Received a response to the request for information and sent an

authenticated notification of disposition to each secured party named in

that response whose financing statement covered the collateral.

a notification is sent within a reasonable time is a question of fact.

2. In a transaction other than a consumer transaction, a notification

of disposition sent after default and 10 days or more before the earliest

time of disposition set forth in the notification is sent within a reasonable

time before the disposition.

rules apply:

1. The contents of a notification of disposition are sufficient if the

notification:

(a) Describes the debtor and the secured party;

(b) Describes the collateral that is the subject of the intended

disposition;

(c) States the method of intended disposition;

(d) States that the debtor is entitled to an accounting of the unpaid

indebtedness and states the charge, if any, for an accounting; and

(e) States the time and place of a public sale or the time after which

any other disposition is to be made.

2. Whether the contents of a notification that lacks any of the

information specified in subsection 1 are nevertheless sufficient is a

question of fact.

3. The contents of a notification providing substantially the

information specified in subsection 1 are sufficient, even if the

notification includes:

(a) Information not specified by that subsection; or

(b) Minor errors that are not seriously misleading.

4. A particular phrasing of the notification is not required

. 5. The following form of notification and the form appearing in

subsection 3 of section 113 of this act, when completed, each provides

sufficient information:

NOTIFICATION OF DISPOSITION OF COLLATERAL

[For a public disposition:]

We will sell [or lease or license, as applicable] the [describe collateral]

[to the highest qualified bidder] in public as follows:

Day and Date:

Time:

Place:

[For a private disposition:]

We will sell [or lease or license, as applicable] the [describe collateral]

privately sometime after [day and date].

You are entitled to an accounting of the unpaid indebtedness secured by

the property that we intend to sell [or lease or license, as applicable] [for

a charge of $___]. You may request an accounting by calling us at

[telephone number].

apply:

1. A notification of disposition must provide the following

information:

(a) The information specified in subsection 1 of section 112 of this

act;

(b) A description of any liability for a deficiency of the person to

which the notification is sent;

(c) A telephone number from which the amount that must be paid to

the secured party to redeem the collateral under section 122 of this act is

available; and

(d) A telephone number or mailing address from which additional

information concerning the disposition and the obligation secured is

available.

2. A particular phrasing of the notification is not required.

3. The following form of notification, when completed, provides

sufficient information:

[Name and address of secured party]

[Date]

NOTICE OF OUR PLAN TO SELL PROPERT

Y[Name and address of any obligor who is also a debtor]

Subject: [Identification of Transaction]

We have your [describe collateral], because you broke promises in our

agreement.

[For a public disposition:]

We will sell [describe collateral] at public sale. A sale could include a

lease or license. The sale will be held as follows:

Date:

Time:

Place:

You may attend the sale and bring bidders if you want.

[For a private disposition:]

We will sell [describe collateral] at private sale sometime after [date].

A sale could include a lease or license.

The money that we get from the sale (after paying our costs) will reduce

the amount you owe. If we get less money than you owe, you [will or

will not, as applicable] still owe us the difference. If we get more money

than you owe, you will get the extra money, unless we must pay it to

someone else.

You can get the property back at any time before we sell it by paying us

the full amount you owe (not just the past due payments), including our

expenses. To learn the exact amount you must pay, call us at [telephone

number].

If you want us to explain to you in writing how we have figured the

amount that you owe us, you may call us at [telephone number] or

write us at [secured party's address] and request a written explanation.

[We will charge you $___ for the explanation if we sent you another

written explanation of the amount you owe us within the last 6 months.]

If you need more information about the sale call us at [telephone

number] or write us at [secured party's address].

We are sending this notice to the following other people who have an

interest in [describe collateral] or who owe money under your

agreement:

[Names of all other debtors and obligors, if any]

4. A notification in the form of subsection 3 is sufficient, even if

additional information appears at the end of the form. 5. A notification in the form of subsection 3 is sufficient, even if it

includes errors in information not required by subsection 1, unless the

error is misleading with respect to rights arising under this article.

6. If a notification under this section is not in the form of subsection

3, law other than this article determines the effect of including

information not required by subsection 1.

the cash proceeds of disposition in the following order to:

(a) The reasonable expenses of retaking, holding, preparing for

disposition, processing, and disposing, and, to the extent provided for by

agreement and not prohibited by law, reasonable attorney's fees and

legal expenses incurred by the secured party;

(b) The satisfaction of obligations secured by the security interest or

agricultural lien under which the disposition is made;

(c) The satisfaction of obligations secured by any subordinate security

interest in or other subordinate lien on the collateral if:

(1) The secured party receives from the holder of the subordinate

security interest or other lien an authenticated demand for proceeds

before distribution of the proceeds is completed; and

(2) In a case in which a consignor has an interest in the collateral,

the subordinate security interest or other lien is senior to the interest of

the consignor; and

(d) A secured party that is a consignor of the collateral if the secured

party receives from the consignor an authenticated demand for proceeds

before distribution of the proceeds is completed.

2. If requested by a secured party, a holder of a subordinate security

interest or other lien shall furnish reasonable proof of the interest or lien

within a reasonable time. Unless the holder does so, the secured party

need not comply with the holder's demand under paragraph (c) of

subsection 1.

3. A secured party need not apply or pay over for application

noncash proceeds of disposition under this section unless the failure to

do so would be commercially unreasonable. A secured party that applies

or pays over for application noncash proceeds shall do so in a

commercially reasonable manner.

4. If the security interest under which a disposition is made secures

payment or performance of an obligation, after making the payments

and applications required by subsection 1 and permitted by subsection 3:

(a) Unless paragraph (d) of subsection 1 requires the secured party to

apply or pay over cash proceeds to a consignor, the secured party shall

account to and pay a debtor for any surplus; and

(b) The obligor is liable for any deficiency.

5. If the underlying transaction is a sale of accounts, chattel paper,

payment intangibles, or promissory notes:

(a) The debtor is not entitled to any surplus; and

(b) The obligor is not liable for any deficiency

. 6. The surplus or deficiency following a disposition is calculated

based on the amount of proceeds that would have been realized in a

disposition complying with this part to a transferee other than the

secured party, a person related to the secured party, or a secondary

obligor if:

(a) The transferee in the disposition is the secured party, a person

related to the secured party, or a secondary obligor; and

(b) The amount of proceeds of the disposition is significantly below

the range of proceeds that a complying disposition to a person other than

the secured party, a person related to the secured party, or a secondary

obligor would have brought.

7. A secured party that receives cash proceeds of a disposition in

good faith and without knowledge that the receipt violates the rights of

the holder of a security interest or other lien that is not subordinate to the

security interest or agricultural lien under which the disposition is made:

(a) Takes the cash proceeds free of the security interest or other lien;

(b) Is not obligated to apply the proceeds of the disposition to the

satisfaction of obligations secured by the security interest or other lien;

and

(c) Is not obligated to account to or pay the holder of the security

interest or other lien for any surplus.

(a) "Explanation" means a writing that:

(1) States the amount of the surplus or deficiency;

(2) Provides an explanation in accordance with subsection 3 of how

the secured party calculated the surplus or deficiency;

(3) States, if applicable, that future debits, credits, charges,

including additional credit service charges or interest rebates, and

expenses may affect the amount of the surplus or deficiency; and

(4) Provides a telephone number or mailing address from which

additional information concerning the transaction is available.

(b) "Request" means a record:

(1) Authenticated by a debtor or consumer obligor;

(2) Requesting that the recipient provide an explanation; and

(3) Sent after disposition of the collateral under section 109 of this

act.

2. In a consumer-goods transaction in which the debtor is entitled to

a surplus or a consumer obligor is liable for a deficiency under section

114 of this act, the secured party shall:

(a) Send an explanation to the debtor or consumer obligor, as

applicable, after the disposition and:

(1) Before or when the secured party accounts to the debtor and

pays any surplus or first makes written demand on the consumer obligor

after the disposition for payment of the deficiency; and

(2) Within 14 days after receipt of a request; o

r (b) In the case of a consumer obligor who is liable for a deficiency,

within 14 days after receipt of a request, send to the consumer obligor a

record waiving the secured party's right to a deficiency.

3. To comply with subparagraph (2) of paragraph (a) of subsection

1, a writing must provide the following information in the following

order:

(a) The aggregate amount of obligations secured by the security

interest under which the disposition was made, and, if the amount

reflects a rebate of unearned interest or credit service charge, an

indication of that fact, calculated as of a specified date:

(1) If the secured party takes or receives possession of the collateral

after default, not more than 35 days before the secured party takes or

receives possession; or

(2) If the secured party takes or receives possession of the collateral

before default or does not take possession of the collateral, not more than

35 days before the disposition;

(b) The amount of proceeds of the disposition;

(c) The aggregate amount of the obligations after deducting the

amount of proceeds;

(d) The amount, in the aggregate or by type, and types of expenses,

including expenses of retaking, holding, preparing for disposition,

processing, and disposing of the collateral, and attorney's fees secured by

the collateral which are known to the secured party and relate to the

current disposition;

(e) The amount, in the aggregate or by type, and types of credits,

including rebates of interest or credit service charges, to which the

obligor is known to be entitled and which are not reflected in the amount

in paragraph (a); and

(f) The amount of the surplus or deficiency.

4. A particular phrasing of the explanation is not required. An

explanation complying substantially with the requirements of paragraph

(a) of subsection 1 is sufficient, even if it includes minor errors that are

not seriously misleading.

5. A debtor or consumer obligor is entitled without charge to one

response to a request under this section during any 6-month period in

which the secured party did not send to the debtor or consumer obligor

an explanation pursuant to paragraph (a) of subsection 2. The secured

party may require payment of a charge not exceeding $25 for each

additional response.

default:

(a) Transfers to a transferee for value all of the debtor's rights in the

collateral;

(b) Discharges the security interest under which the disposition is

made; and (c) Discharges any subordinate security interest or other subordinate

lien.

2. A transferee that acts in good faith takes free of the rights and

interests described in subsection 1, even if the secured party fails to

comply with this article or the requirements of any judicial proceeding.

3. If a transferee does not take free of the rights and interests

described in subsection 1, he takes the collateral subject to:

(a) The debtor's rights in the collateral;

(b) The security interest or agricultural lien under which the

disposition is made; and

(c) Any other security interest or other lien.

obligated to perform the duties of the secured party after the secondary

obligor:

(a) Receives an assignment of a secured obligation from the secured

party;

(b) Receives a transfer of collateral from the secured party and agrees

to accept the rights and assume the duties of the secured party; or

(c) Is subrogated to the rights of a secured party with respect to

collateral.

2. An assignment, transfer, or subrogation described in subsection 1:

(a) Is not a disposition of collateral under section 109 of this act; and

(b) Relieves the secured party of further duties under this article.

authenticated by a secured party stating:

(a) That the debtor has defaulted in connection with an obligation

secured by specified collateral;

(b) That the secured party has exercised its post-default remedies with

respect to the collateral;

(c) That, by reason of the exercise, a transferee has acquired the

rights of the debtor in the collateral; and

(d) The name and mailing address of the secured party, debtor, and

transferee.

2. A transfer statement entitles the transferee to the transfer of

record of all rights of the debtor in the collateral specified in the

statement in any official filing, recording, registration, or certificate-of-

title system covering the collateral. If a transfer statement is presented

with the applicable fee and request form to the official or office

responsible for maintaining the system, the official or office shall:

(a) Accept the transfer statement;

(b) Promptly amend its records to reflect the transfer; and

(c) If applicable, issue a new appropriate certificate of title in the

name of the transferee.

3. A transfer of the record or legal title to collateral to a secured

party under subsection 2 or otherwise is not of itself a disposition ofcollateral under this article and does not of itself relieve the secured party

of its duties under this article.

secured party may accept collateral in full or partial satisfaction of the

obligation it secures only if:

(a) The debtor consents to the acceptance under subsection 3;

(b) The secured party does not receive, within the time set forth in

subsection 5, a notification of objection to the proposal authenticated by:

(1) A person to which the secured party was required to send a

proposal under section 120 of this act; or

(2) Any other person, other than the debtor, holding an interest in

the collateral subordinate to the security interest that is the subject of the

proposal;

(c) If the collateral is consumer goods, the collateral is not in the

possession of the debtor when the debtor consents to the acceptance; and

(d) Subsection 5 does not require the secured party to dispose of the

collateral.

2. A purported or apparent acceptance of collateral under this

section is ineffective unless:

(a) The secured party consents to the acceptance in an authenticated

record or sends a proposal to the debtor; and

(b) The conditions of subsection 1 are met.

3. For purposes of this section:

(a) A debtor consents to an acceptance of collateral in partial

satisfaction of the obligation it secures only if he agrees to the terms of

the acceptance in a record authenticated after default; and

(b) A debtor consents to an acceptance of collateral in full satisfaction

of the obligation it secures only if he agrees to the terms of the

acceptance in a record authenticated after default or the secured party:

(1) Sends to the debtor after default a proposal that is unconditional

or subject only to a condition that collateral not in the possession of the

secured party be preserved or maintained;

(2) In the proposal, proposes to accept collateral in full satisfaction

of the obligation it secures; and

(3) Does not receive a notification of objection authenticated by the

debtor within 20 days after the proposal is sent.

4. To be effective under paragraph (b) of subsection 1, a notification

of objection must be received by the secured party:

(a) In the case of a person to which the proposal was sent pursuant to

section 120 of this act, within 20 days after notification was sent to him;

and

(b) In other cases:

(1) Within 20 days after the last notification was sent pursuant to

section 120 of this act; or

(2) If a notification was not sent, before the debtor consents to the

acceptance under subsection 3. 5. A secured party that has taken possession of collateral shall

dispose of the collateral pursuant to section 109 of this act within the

time specified in subsection 6 if:

(a) Sixty percent of the cash price has been paid in the case of a

purchase-money security interest in consumer goods; or

(b) Sixty percent of the principal amount of the obligation secured has

been paid in the case of a non-purchase-money security interest in

consumer goods.

6. To comply with subsection 5, the secured party shall dispose of the

collateral:

(a) Within 90 days after taking possession; or

(b) Within any longer period to which the debtor and all secondary

obligors have agreed in an agreement to that effect entered into and

authenticated after default.

7. In a consumer transaction, a secured party may not accept

collateral in partial satisfaction of the obligation it secures.

or partial satisfaction of the obligation it secures shall send its proposal

to:

(a) Any person from which the secured party has received, before the

debtor consented to the acceptance, an authenticated notification of a

claim of an interest in the collateral;

(b) Any other secured party or lienholder that, 10 days before the

debtor consented to the acceptance, held a security interest in or other

lien on the collateral perfected by the filing of a financing statement that:

(1) Identified the collateral;

(2) Was indexed under the debtor's name as of that date; and

(3) Was filed in the office or offices in which to file a financing

statement against the debtor covering the collateral as of that date; and

(c) Any other secured party that, 10 days before the debtor consented

to the acceptance, held a security interest in the collateral perfected by

compliance with a statute, regulation, or treaty described in subsection 1

of section 32 of this act.

2. A secured party that desires to accept collateral in partial

satisfaction of the obligation it secures shall send its proposal to any

secondary obligor in addition to the persons described in subsection 1.

partial satisfaction of the obligation it secures:

(a) Discharges the obligation to the extent consented to by the debtor;

(b) Transfers to the secured party all of a debtor's rights in the

collateral;

(c) Discharges the security interest or agricultural lien that is the

subject of the debtor's consent and any subordinate security interest or

other subordinate lien; and

(d) Terminates any other subordinate interest

. 2. A subordinate interest is discharged or terminated under

subsection 1 even if the secured party fails to comply with this article.

party or lienholder may redeem collateral.

2. To redeem collateral, a person must tender:

(a) Fulfillment of all obligations secured by the collateral; and

(b) The reasonable expenses and attorney's fees described in

paragraph (a) of subsection 1 of section 114 of this act.

3. A redemption may occur at any time before a secured party:

(a) Has collected collateral under section 106 of this act;

(b) Has disposed of collateral or entered into a contract for its

disposition under section 109 of this act; or

(c) Has accepted collateral in full or partial satisfaction of the

obligation it secures under section 121 of this act.

notification of disposition of collateral under section 110 of this act only

by an agreement to that effect entered into and authenticated after

default.

2. Except in a consumer-goods transaction, a debtor or secondary

obligor may waive the right to redeem collateral under section 122 of this

act only by an agreement to that effect entered into and authenticated

after default.

proceeding in accordance with this article, a court may order or restrain

collection, enforcement, or disposition of collateral on appropriate terms

and conditions.

2. Subject to subsections 3, 4, and 6, a person is liable for damages

in the amount of any loss caused by a failure to comply with this article.

Loss caused by a failure to comply with a request under section 21 of this

act may include loss resulting from the debtor's inability to obtain, or

increased costs of, alternative financing.

3. Except as otherwise provided in section 127 of this act:

(a) A person that, at the time of the failure, was a debtor, was an

obligor, or held a security interest in or other lien on the collateral may

recover damages under subsection 2 for its loss; and

(b) If the collateral is consumer goods, a person that was a debtor or a

secondary obligor at the time a secured party failed to comply with this

part may recover for that failure in any event an amount not less than

the credit service charge plus 10 percent of the principal amount of the

obligation or the time-price differential plus 10 percent of the cash price.

4. A debtor whose deficiency is eliminated under section 125 of this

act may recover damages for the loss of any surplus. However, a debtor

or secondary obligor whose deficiency is eliminated or reduced under

that section may not otherwise recover under subsection 2 for

noncompliance with the provisions of this part relating to collection,

enforcement, disposition, or acceptance. 5. In addition to any damages recoverable under subsection 2, the

debtor, consumer obligor, or person named as a debtor in a filed record,

as applicable, may recover $500 in each case from a person that:

(a) Fails to comply with section 19 of this act;

(b) Fails to comply with section 20 of this act;

(c) Files a record that he is not entitled to file under subsection 1 of

section 81 of this act;

(d) Fails to cause the secured party of record to file or send a

termination statement as required by subsection 1 or 3 of section 85 of

this act;

(e) Fails to comply with paragraph (a) of subsection 2 of section 115

of this act and whose failure is part of a pattern, or consistent with a

practice, of noncompliance; or

(f) Fails to comply with paragraph (b) of subsection 2 of section 115

of this act.

6. A debtor or consumer obligor may recover damages under

subsection 2 and, in addition, $500 in each case from a person that,

without reasonable cause, fails to comply with a request under section 21

of this act. A recipient of a request under that section which never

claimed an interest in the collateral or obligations that are the subject of

a request under that section has a reasonable excuse for failure to

comply with the request within the meaning of this subsection.

7. If a secured party fails to comply with a request regarding a list of

collateral or a statement of account under section 21 of this act, the

secured party may claim a security interest only as shown in the

statement included in the request as against a person that is reasonably

misled by the failure.

consumer transaction, in which the amount of a deficiency or surplus is

in issue, the following rules apply:

(a) A secured party need not prove compliance with the provisions of

this part relating to collection, enforcement, disposition, or acceptance

unless the debtor or a secondary obligor places the secured party's

compliance in issue.

(b) If the secured party's compliance is placed in issue, the secured

party has the burden of establishing that the collection, enforcement,

disposition, or acceptance was conducted in accordance with this part.

(c) Except as otherwise provided in section 127 of this act, if a secured

party fails to prove that the collection, enforcement, disposition, or

acceptance was conducted in accordance with the provisions of this part

relating to collection, enforcement, disposition, or acceptance, the

liability of a debtor or a secondary obligor for a deficiency is limited to

an amount by which the sum of the secured obligation, expenses, and

attorney's fees exceeds the greater of:

(1) The proceeds of the collection, enforcement, disposition, or

acceptance; or (2) The amount of proceeds that would have been realized had the

noncomplying secured party proceeded in accordance with the provisions

of this part relating to collection, enforcement, disposition, or

acceptance.

(d) For purposes of subparagraph (2) of paragraph (c), the amount of

proceeds that would have been realized is equal to the sum of the secured

obligation, expenses, and attorney's fees unless the secured party proves

that the amount is less than that sum.

(e) If a deficiency or surplus is calculated under subsection 6 of

section 114 of this act, the debtor or obligor has the burden of

establishing that the amount of proceeds of the disposition is significantly

below the range of prices that a complying disposition to a person other

than the secured party, a person related to the secured party, or a

secondary obligor would have brought.

2. The limitation of the rules in subsection 1 to transactions other

than consumer transactions leaves to the court the determination of the

proper rules in consumer transactions. The court may not infer from that

limitation the nature of the proper rule in consumer transactions and

may continue to apply established approaches.

obtained by a collection, enforcement, disposition, or acceptance at a

different time or in a different method from that selected by the secured

party is not of itself sufficient to preclude the secured party from

establishing that the collection, enforcement, disposition, or acceptance

was made in a commercially reasonable manner.

2. A disposition of collateral is made in a commercially reasonable

manner if the disposition is made:

(a) In the usual manner on any recognized market;

(b) At the price current in any recognized market at the time of the

disposition; or

(c) Otherwise in conformity with reasonable commercial practices

among dealers in the type of property that was the subject of the

disposition.

3. A collection, enforcement, disposition, or acceptance is

commercially reasonable if it has been approved:

(a) In a judicial proceeding;

(b) By a genuine creditors' committee;

(c) By a representative of creditors; or

(d) By an assignee for the benefit of creditors.

4. Approval under subsection 3 need not be obtained, and lack of

approval does not mean that the collection, enforcement, disposition, or

acceptance is not commercially reasonable.

or obligor, knows his identity, and knows how to communicate with him: (a) The secured party is not liable to the person, or to a secured party

or lienholder that has filed a financing statement against him, for failure

to comply with this article; and

(b) The secured party's failure to comply with this article does not

affect the liability of the person for a deficiency.

2. A secured party is not liable because of its status as a secured

party:

(a) To a person that is a debtor or obligor, unless the secured party

knows:

(1) That he is a debtor or obligor;

(2) His identity; and

(3) How to communicate with him; or

(b) To a secured party or lienholder that has filed a financing

statement against a person, unless the secured party knows:

(1) That he is a debtor; and

(2) His identity.

3. A secured party is not liable to any person, and a person's liability

for a deficiency is not affected, because of any act or omission arising

out of the secured party's reasonable belief that a transaction is not a

consumer-goods transaction or a consumer transaction or that goods are

not consumer goods, if the secured party's belief is based on its

reasonable reliance on:

(a) A debtor's representation concerning the purpose for which

collateral was to be used, acquired, or held; or

(b) An obligor's representation concerning the purpose for which a

secured obligation was incurred.

4. A secured party is not liable to any person under paragraph (b) of

subsection 3 of section 124 of this act for its failure to comply with

section 115 of this act.

5. A secured party is not liable under paragraph (b) of subsection 3

of section 124 of this act more than once with respect to any one secured

obligation.

inclusive, of this act, this article as amended applies to a transaction or

lien within its scope, even if the transaction or lien was entered into or

created before the amendments to this article take effect.

2. Except as otherwise provided in subsection 3 and sections 129 to

134, inclusive, of this act:

(a) Transactions and liens that were not governed by this article

before July 1, 2001, were validly entered into or created before that date,

and would be subject to this article if they had been entered into or

created after that date, and the rights, duties, and interests flowing from

those transactions and liens remain valid on and after that date; and

(b) The transactions and liens may be terminated, completed,

consummated, or enforced as required or permitted by this article or by

the law that otherwise would apply if this article had not taken effect. 3. This article as amended does not affect an action, case, or

proceeding commenced before July 1, 2001.

before July 1, 2001, and would have priority over the rights of a person

that becomes a lien creditor at that time is a perfected security interest

under this article if, when this article as amended takes effect, the

applicable requirements for enforceability and perfection under this

article as amended are satisfied without further action.

2. Except as otherwise provided in section 131 of this act, if,

immediately before July 1, 2001, a security interest is enforceable and

would have priority over the rights of a person that becomes a lien

creditor at that time, but the applicable requirements for enforceability or

perfection under this article as amended are not satisfied on July 1, 2001,

the security interest:

(a) Is a perfected security interest for 1 year after July 1, 2001;

(b) Remains enforceable thereafter only if the security interest

becomes enforceable under section 14 of this act before the year expires;

and

(c) Remains perfected thereafter only if the applicable requirements

for perfection under this article as amended are satisfied before the year

expires.

July 1, 2001, but which would be subordinate to the rights of a person

that becomes a lien creditor at that time:

1. Remains an enforceable security interest for 1 year after

July 1, 2001;

2. Remains enforceable thereafter if the security interest becomes

enforceable under section 14 of this act when this article as amended

takes effect or within 1 year thereafter; and

3. Becomes perfected:

(a) Without further action, on July 1, 2001, if the applicable

requirements for perfection under this article as amended are satisfied

before or at that time; or

(b) When the applicable requirements for perfection are satisfied if

the requirements are satisfied after that time.

statement, is taken before July 1, 2001, and the action would have

resulted in priority of a security interest over the rights of a person that

becomes a lien creditor had the security interest become enforceable

before that date, the action is effective to perfect a security interest that

attaches under this article as amended within 1 year after that date. An

attached security interest becomes unperfected 1 year after July 1, 2001,

unless the security interest becomes a perfected security interest under

this article as amended before the expiration of that period. 2. The filing of a financing statement before July 1, 2001, is effective

to perfect a security interest to the extent the filing would satisfy the

applicable requirements for perfection under this article as amended.

3. This article as amended does not render ineffective an effective

financing statement that was filed before July 1, 2001, and satisfied the

applicable requirements for perfection under the law of the jurisdiction

governing perfection as provided in section 4 of this act as that section

read at the time of filing. However, except as otherwise provided in

subsections 4 and 5 and section 134 of this act, the financing statement

ceases to be effective at the earlier of:

(a) The time the financing statement would have ceased to be effective

under the law of the jurisdiction in which it is filed; or

(b) June 30, 2006.

4. The filing of a continuation statement on or after July 1, 2001,

does not continue the effectiveness of the financing statement filed before

that date. However, upon the timely filing of a continuation statement

after that date and in accordance with the law of the jurisdiction

governing perfection as provided in Part 3, the effectiveness of a

financing statement filed in the same office in that jurisdiction before

that date continues for the period provided by the law of that jurisdiction.

5. Paragraph (b) of subsection 3 applies to a financing statement

that was filed against a transmitting utility before July 1, 2001, and

satisfied the applicable requirements for perfection under the law of the

jurisdiction governing perfection as provided in section 4 of this act as

that section read at the time of filing only to the extent that Part 3

provides that the law of a jurisdiction other than jurisdiction in which the

financing statement is filed governs perfection of a security interest in

collateral covered by the financing statement.

6. A financing statement that includes a financing statement filed

before July 1, 2001, and a continuation statement filed after that date are

effective only to the extent that the financing statement satisfies the

requirements of Part 5 for an initial financing statement.

office specified in section 73 of this act continues the effectiveness of a

financing statement filed before July 1, 2001, if:

(a) The filing of an initial financing statement in that office would be

effective to perfect a security interest under this article as amended;

(b) The pre-effective-date financing statement was filed in an office in

another state or another office in this state; and

(c) The initial financing statement satisfies subsection 3.

2. The filing of an initial financing statement under subsection (1)

continues the effectiveness of the pre-effective-date financing statement:

(a) If the initial financing statement is filed before July 1, 2001, for

the period provided in NRS 104.9403 before that date with respect to a

financing statement; and (b) If the initial financing statement is filed on or after July 1, 2001,

for the period provided in section 87 of this act with respect to an initial

financing statement.

3. To be effective for purposes of subsection 1, an initial financing

statement must:

(a) Satisfy the requirements of Part 5 for an initial financing

statement;

(b) Identify the pre-effective-date financing statement by indicating

the office in which the financing statement was filed and providing the

dates of filing and file numbers, if any, of the financing statement and of

the most recent continuation statement filed with respect to the financing

statement; and

(c) Indicate that the pre-effective-date financing statement remains

effective.

continuation statement under sections 128 to 134, inclusive, of this act if:

1. The secured party of record authorizes the filing; and

2. The filing is necessary under those sections:

(a) To continue the effectiveness of a financing statement filed before

July 1, 2001; or

(b) To perfect or continue the perfection of a security interest.

priority of conflicting claims to collateral. However if the relative

priorities of the parties were fixed before July 1, 2001, the provisions of

Article 9 which were in effect before July 1, 2001, determine priority.

2. For purposes of subsection 1 of section 43 of this act, the priority

of a security interest that becomes enforceable under section 14 of this

act dates from July 1, 2001, if the security interest is perfected under this

article as amended by the filing of a financing statement before July 1,

2001, which would not have been effective to perfect the security interest

under the provisions of Article 9 which were in effect before that date.

This subsection does not apply to conflicting security interests each of

which is perfected by the filing of such a financing statement.

interest in a document presented under a letter of credit and any

identifiable proceeds of the collateral to the extent that the issuer or

nominated person honors or gives value for the presentation.

2. As long as and to the extent that an issuer or a nominated person

has not been reimbursed or has not otherwise recovered the value given

with respect to a security interest in a document under subsection 1, the

security interest continues and is subject to Article 9, but:

(a) A security agreement is not necessary to make the security interest

enforceable under paragraph (c) of subsection 2 of section 14 of this act;

(b) If the document is presented in a medium other than a written or

other tangible medium, the security interest is perfected; and (c) If the document is presented in a written or other tangible medium

and is not a certificated security, chattel paper, a document of title, an

instrument, or a letter of credit, so long as the debtor does not have

possession of the document, the security interest is perfected and has

priority over a conflicting security interest in the document.

ordinary course if the sale to him comports with the usual or customary

practices in the kind of business in which the seller is engaged or with the

seller's own usual or customary practices. A person that sells oil, gas, or

right to recover the goods from the seller under Article 2 may be a buyer

in ordinary course of business. A person that acquires goods in a transfer

in bulk or as security for or in total or partial satisfaction of a money

debt is not a buyer in ordinary course of business.

Except as otherwise provided in NRS 104.2505, the right of a seller or

lessor of goods under Article 2 or 2A to retain or acquire possession of

the goods is not a "security interest," but a seller or lessor may also

acquire a "security interest" by complying with Article 9. The retention

or reservation of title by a seller of goods notwithstanding shipment or

delivery to the buyer (NRS 104.2401) is limited in effect to a reservation

purposes, the seller repudiates or fails to deliver as required by the

contract; or

bought for personal, family or household purposes, the buyer's right of

replevin vests upon acquisition of a special property, even if the seller

had not then repudiated or failed to deliver.

subparagraph (1) of paragraph (c) of subsection 2 of section 14 of this

(c) Another person has control of the security entitlement on his

behalf or, having previously acquired control of the security entitlement,

acknowledges that it has control on his behalf.

for purposes of this part, this article or the Uniform Commercial Code,

securities intermediary and its entitlement holder governing the securities

account expressly provides that the agreement is governed by the law of a

particular jurisdiction, that jurisdiction is the securities intermediary's

jurisdiction.

(d) If neither paragraph (a) nor paragraph (b) nor paragraph (c)

intermediary or in blank.

of:

(a) The purchaser's becoming the person for whom the securities

account, in which the security entitlement is carried, is maintained, if the

purchaser obtained control under paragraph (a) of subsection 4 of NRS

104.8106;

(b) The securities intermediary's agreement to comply with the

purchaser's entitlement orders with respect to security entitlements

carried or to be carried in the securities account in which the security

entitlement is carried, if the purchaser obtained control under paragraph

(b) of that subsection; or

(c) If the purchaser obtained control through another person under

paragraph (c) of that subsection, the time on which priority would be

based under this subsection if the other person were the secured party.

subsection 3 and section 70 of this act:

3. Except as otherwise provided in sections 38, 42 and 44 of this act,

a lessee takes a leasehold subject to a security interest held by a creditor

of the lessor.

subsections 1 and 2 of section 74 of this act;

the lien, any one or a combination of the fees provided in section 97 of

sections 2 to 134, inclusive, of this act.

and 88 of this act.